As filed with the Securities and Exchange Commission on July 22, 2020
Registration No. 333-
Delaware | | | 26-4231384 |
(State or other jurisdiction of incorporation or organization) | | | (I.R.S. Employer Identification Number) |
Large accelerated filer | | | ☐ | | | Accelerated filer | | | ☐ |
Non-accelerated filer | | | ☐ (Do not check if a smaller reporting company) | | | Smaller reporting company | | | ☑ |
| | | | Emerging growth company | | | ☑ |
Title of each class of securities to be registered | | | Amount to be registered(1) | | | Proposed maximum offering price per unit (1)(2) | | | Proposed maximum aggregate offering price(1)(3) | | | Amount of registration fee(1) |
Common Stock, $0.00033 par value(4)(10) | | | — | | | — | | | — | | | — |
Preferred Stock, $0.00033 par value(5)(10) | | | — | | | — | | | — | | | — |
Debt Securities(6)(10) | | | — | | | — | | | — | | | — |
Warrants(7)(10) | | | — | | | — | | | — | | | — |
Rights to purchase common stock, preferred stock, debt securities or units(8)(10) | | | — | | | — | | | | | ||
Units(9)(10) | | | — | | | — | | | — | | | — |
Total | | | $100,000,000 | | | 100% | | | $100,000,000(11) | | | $12,980.00 |
(1) | Not specified as to each class of securities to be registered pursuant to General Instruction II.D. to Form S-3. |
(2) | The proposed maximum offering price per unit will be determined from time to time by the registrant in connection with the issuance by the registrant of the securities registered hereunder. |
(3) | Estimated solely for the purpose of calculating the registration fee pursuant to Rule 457(o). |
(4) | Subject to note (11) below, there is being registered an indeterminate number of shares of common stock. |
(5) | Subject to note (11) below, there is being registered an indeterminate number of shares of preferred stock. |
(6) | Subject to note (11) below, there is being registered an indeterminate principal amount of debt securities, excluding accrued interest and accrued amortization of discount, if any, to the date of delivery. |
(7) | Subject to note (11) below, there is being registered hereunder an indeterminate amount and number of warrants. The warrants may represent the right to purchase shares of common stock, shares of preferred stock or debt securities. |
(8) | Subject to note (11) below, there is being registered an indeterminate number of rights that may represent a right to purchase common shares, preferred shares, debt securities or units. |
(9) | Subject to note (11) below, there is being registered an indeterminate number of units. Each unit will be issued under a unit agreement and will represent an interest in a combination of one or more of the securities registered hereunder. |
(10) | Subject to note (11) below, this registration statement also covers an indeterminate amount of securities as may be issued in exchange for, or upon conversion or exercise of, as the case may be, the shares of preferred stock or warrants registered hereunder. Any securities registered hereunder may be sold separately or as units with other securities registered hereunder. No separate consideration will be received for any securities registered hereunder that are issued in exchange for, or upon conversion of, as the case may be, the shares of preferred stock or warrants. |
(11) | In no event will the aggregate initial offering price of all securities issued from time to time pursuant to the prospectus contained in this registration statement exceed $100,000,000 or the equivalent thereof in one or more foreign currencies or foreign currency units. Such amount represents the offering price of any shares of common stock or shares of preferred stock, the principal amount of any debt securities issued at their stated principal amount, the issue price rather than the principal amount of any debt securities issued at an original issue discount, the issue price of any warrants, the exercise price of any securities issuable upon the exercise of warrants, and the issue price of any securities issuable upon the exercise of rights. If any debt securities are issued at an original issue discount, then the offering price of such debt securities shall be equal to any such greater principal amount due at maturity, such aggregate principal amount not to exceed $100,000,000 less the value of securities previously issued hereunder. Any offering of securities denominated other than in United States dollars will be treated as the equivalent of United States dollars based on the exchange rate applicable to the purchase of such securities at the time of initial offering. The securities registered hereunder may be sold separately or as units with other securities registered hereunder. |
• | Prolonged and localized induction of chemokines and cytokines within lymph nodes, resulting in sustained recruitment of B cells and T cells, enhanced potency, and minimized risk of systemic toxicity, resulting in an improved safety profile. |
• | Dramatic enhancement of antibody titers in the context of dose sparing of multiple antigens. |
• | Induction of polyfunctional, highly potent antigen-specific CD8+ T-cells associated with the type of long-term memory responses necessary to protect against viral mutations. |
• | Demonstrated high levels of antigen-specific antibody, and CD8+ and CD4+ T cell responses within 2 weeks of a single vaccination. |
• | Spontaneously forming spherical nanoparticles composed of a single synthetic lipid; a process that results in relatively low projected commercial cost of goods and potential for rapid commercial scale-up. |
• | the timing and costs of our planned clinical trials; |
• | the timing and costs of our planned preclinical studies of our Versamune® platform; |
• | the outcome, timing and costs of seeking regulatory approvals; |
• | the impact of COVID-19 on company operations; |
• | the terms and timing of any future collaborations, licensing, consulting or other arrangements that we may enter into; |
• | the amount and timing of any payments we may be required to make in connection with the licensing, filing, prosecution, maintenance, defense and enforcement of any patents or patent applications or other intellectual property rights; and |
• | the extent to which we in-license or acquire other products and technologies. |
• | the accuracy of estimates of our expenses, future revenue, capital requirements and our needs for additional financing; |
• | our ability to retain key management personnel; |
• | the accuracy of our estimates regarding expenses, future revenues and capital requirements; |
• | uncertainty and volatility in the price of our common stock; |
• | the costs and effects of existing and potential governmental investigations and litigation; |
• | our inability to meet the continued listing requirements of The Nasdaq Capital Market; |
• | our inability to implement and maintain appropriate internal controls; |
• | uncertainty as to our employees’ and independent contractors' compliance with regulatory standards and requirements and securities insider trading rules; |
• | dependence on the efforts of third parties to conduct and oversee our clinical trials for our product candidates, to manufacture clinical supplies of our product candidates and to commercialize our product candidates; |
• | the effect of government regulations on our business; |
• | unforeseen circumstances or other disruptions to normal business operations arising from or related to COVID-19; |
• | our inability to secure and maintain relationships with collaborators and contract manufacturers; |
• | our inability to develop or commercialize our product candidates due to intellectual property rights held by third parties; |
• | our inability to protect the confidentiality, privacy, or security of our data or our trade secrets; and |
• | our potential inability to access capital required to fund proposed operations. |
• | shares of our common stock, par value $0.00033 per share; |
• | shares of our preferred stock, par value $0.00033 per share; |
• | debt securities; |
• | warrants to purchase shares of our common stock, shares of our preferred stock and/or our debt securities; |
• | units consisting of two or more of the securities described above; or |
• | rights to purchase shares of our common stock, shares of our preferred stock, warrants, units or our debt securities. |
• | permits our board of directors to issue up to 5,000,000 shares of preferred stock, with any rights, preferences and privileges as they may designate; |
• | provides that the authorized number of directors may be changed only by the board of directors; |
• | provides that all vacancies on our board of directors, including as a result of newly created directorships, may, except as otherwise required by law, be filled by the affirmative vote of a majority of directors then in office, even if less than a quorum; |
• | divides our board of directors into three classes; |
• | require that any action to be taken by our stockholders must be effected at a duly called annual or special meeting of stockholders and not be taken by written consent; |
• | provides that stockholders seeking to present proposals before a meeting of stockholders or to nominate candidates for election as directors at a meeting of stockholders must provide advance notice in writing, and also specify requirements as to the form and content of a stockholder's notice; |
• | does not provide for cumulative voting rights, thereby allowing the holders of a majority of the shares of common stock entitled to vote in any election of directors to elect all of the directors standing for election; |
• | provides that special meetings of our stockholders may be called only by the board of directors; |
• | does not preclude or contract the scope of exclusive federal or concurrent jurisdiction for any actions brought under the Securities Act or the Exchange Act; and. |
• | does not relieve us of our duties to comply with the federal securities laws and the rules and regulations thereunder, and our stockholders will not be deemed to have waived our compliance with these laws, rules and regulations. |
• | the distinguishing designation of the series of preferred stock; |
• | the number of shares of the series of preferred stock offered, the liquidation preference per share and the offering price of the series; |
• | the dividend rate(s), period(s) or payment date(s) or method(s) of calculation applicable to the series of preferred stock; |
• | whether dividends are cumulative or non-cumulative and, if cumulative, the date from which dividends on the series of preferred stock will accumulate; |
• | the procedures for any auction and remarketing, if any, for the series of preferred stock; |
• | the provisions for a sinking fund, if any, for the series of preferred stock; |
• | the provision for redemption, if applicable, of the series of preferred stock; |
• | any listing of the series of preferred stock on any securities exchange; |
• | the terms and conditions, if applicable, upon which the series of preferred stock will be convertible into common stock, including the conversion price or manner of calculation and conversion period; |
• | voting rights, if any, of the series of preferred stock; |
• | a discussion of any material or special U.S. federal income tax considerations applicable to the series of preferred stock; |
• | the relative ranking and preferences of the series of preferred stock as to dividend rights and rights upon the liquidation, dissolution or winding up of our affairs; |
• | any limitations on issuance of any series of preferred stock ranking senior to or on a parity with the series of preferred stock being offered as to dividend rights and rights upon liquidation, dissolution or winding up of our affairs; and |
• | any other specific terms, preferences, rights, limitations or restrictions of the series of preferred stock. |
• | senior to all classes or series of our common stock and to all of our equity securities ranking junior to the preferred stock; |
• | on a parity with all of our equity securities the terms of which specifically provide that the equity securities rank on a parity with the preferred stock; and |
• | junior to all of our equity securities the terms of which specifically provide that the equity securities rank senior to the preferred stock. |
• | the designation or title of the series of debt securities; |
• | the total principal amount of the series of debt securities, the denominations in which the offered debt securities will be issued and whether the offering may be reopened for additional securities of that series and on what terms; |
• | the percentage of the principal amount at which the series of debt securities will be offered; |
• | the date or dates on which principal will be payable; |
• | the rate or rates (which may be either fixed or variable) and/or the method of determining such rate or rates of interest, if any; |
• | the date or dates from which any interest will accrue, or the method of determining such date or dates, and the date or dates on which any interest will be payable; |
• | the terms for redemption, extension or early repayment, if any; |
• | the currencies in which the series of debt securities are issued and payable; |
• | whether the amount of payments of principal, interest or premium, if any, on a series of debt securities will be determined with reference to an index, formula or other method and how these amounts will be determined; |
• | the place or places of payment, transfer, conversion and/or exchange of the debt securities; |
• | the provision for any sinking fund; |
• | any restrictive covenants; |
• | events of default; |
• | whether the series of debt securities are issuable in certificated form; |
• | any provisions for legal defeasance or covenant defeasance; |
• | whether and under what circumstances we will pay additional amounts in respect of any tax, assessment or governmental charge and, if so, whether we will have the option to redeem the debt securities rather than pay the additional amounts (and the terms of this option); |
• | any provisions for convertibility or exchangeability of the debt securities into or for any other securities; |
• | whether the debt securities are subject to subordination and the terms of such subordination; |
• | any listing of the debt securities on any securities exchange; |
• | if applicable, a discussion of certain U.S. Federal income tax considerations, including those related to original issue discount, if applicable; and |
• | any other material terms. |
• | we do not pay the principal of, or any premium on, a debt security of the series on its due date; |
• | we do not pay interest on a debt security of the series within 30 days of its due date; |
• | we do not deposit any sinking fund payment in respect of debt securities of the series on its due date and we do not cure this default within five days; |
• | we remain in breach of a covenant in respect of debt securities of the series for 90 days after we receive a written notice of default stating we are in breach. The notice must be sent by either the trustee or holders of at least 25% of the principal amount of debt securities of the series; |
• | we file for bankruptcy or certain other events of bankruptcy, insolvency or reorganization occur; and |
• | any other Event of Default occurs in respect of debt securities of the series described in the prospectus supplement. |
• | the holder must give the trustee written notice that an Event of Default has occurred and remains uncured; |
• | the holders of at least 25% in principal amount of all outstanding debt securities of the relevant series must make a written request that the trustee take action because of the default and must offer reasonable indemnity to the trustee against the cost and other liabilities of taking that action; |
• | the trustee must not have taken action for 60 days after receipt of the above notice and offer of indemnity; and |
• | the holders of a majority in principal amount of the debt securities must not have given the trustee a direction inconsistent with the above notice during that 60-day period. |
• | if we do not survive such transaction or we convey, transfer or lease our properties and assets substantially as an entirety, the acquiring company must be a corporation, limited liability company, partnership or trust, or other corporate form, organized under the laws of any state of the United States or the District of Columbia, and such company must agree to be legally responsible for our debt securities, and, if not already subject to the jurisdiction of any state of the United States or the District of Columbia, the new company must submit to such jurisdiction for all purposes with respect to the debt securities and appoint an agent for service of process; |
• | alternatively, we must be the surviving company; |
• | immediately after the transaction no Event of Default will exist; |
• | we must deliver certain certificates and documents to the trustee; and |
• | we must satisfy any other requirements specified in the prospectus supplement relating to a particular series of debt securities. |
• | change the stated maturity of the principal of or rate of interest on a debt security; |
• | reduce any amounts due on a debt security; |
• | reduce the amount of principal payable upon acceleration of the maturity of a security following a default; |
• | at any time after a change of control has occurred, reduce any premium payable upon a change of control; |
• | change the place or currency of payment on a debt security (except as otherwise described in the prospectus or prospectus supplement); |
• | impair the right of holders to sue for payment; |
• | adversely affect any right to convert or exchange a debt security in accordance with its terms; |
• | reduce the percentage of holders of debt securities whose consent is needed to modify or amend the indenture; |
• | reduce the percentage of holders of debt securities whose consent is needed to waive compliance with certain provisions of the indenture or to waive certain defaults; |
• | modify any other aspect of the provisions of the indenture dealing with supplemental indentures, modification and waiver of past defaults, changes to the quorum or voting requirements or the waiver of certain covenants; and |
• | change any obligation we have to pay additional amounts. |
• | if the change affects only one series of debt securities, it must be approved by the holders of a majority in principal amount of that series; and |
• | if the change affects more than one series of debt securities issued under the same indenture, it must be approved by the holders of a majority in principal amount of all of the series affected by the change, with all affected series voting together as one class for this purpose. |
• | for original issue discount securities, we will use the principal amount that would be due and payable on the voting date if the maturity of these debt securities were accelerated to that date because of a default; |
• | for debt securities whose principal amount is not known (for example, because it is based on an index), we will use a special rule for that debt security described in the related prospectus supplement; and |
• | for debt securities denominated in one or more foreign currencies, we will use the U.S. dollar equivalent. |
• | If the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates; |
• | We may be required to deliver to the trustee a legal opinion of our counsel confirming that, under current U.S. Federal income tax law, we may make the above deposit without causing the holders to be taxed on the debt securities any differently than if we did not make the deposit and just repaid the debt securities ourselves at maturity; and |
• | We must deliver to the trustee certain documentation stating that all conditions precedent to covenant defeasance have been complied with. |
• | If the debt securities of the particular series are denominated in U.S. dollars, we must deposit in trust for the benefit of all holders of such debt securities a combination of money and U.S. government or U.S. government agency notes or bonds that will generate enough cash to make interest, principal and any other payments on the debt securities on their various due dates; |
• | We may be required to deliver to the trustee a legal opinion confirming that there has been a change in current U.S. Federal tax law or an Internal Revenue Service ruling that allows us to make the above |
• | We must deliver to the trustee a legal opinion and officers’ certificate stating that all conditions precedent to legal defeasance have been complied with. |
• | our indebtedness (including indebtedness of others guaranteed by us), whenever created, incurred, assumed or guaranteed, for money borrowed (other than indenture securities issued under the indenture and denominated as subordinated debt securities), unless in the instrument creating or evidencing the same or under which the same is outstanding it is provided that this indebtedness is not senior or prior in right of payment to the subordinated debt securities; and |
• | renewals, extensions, modifications and refinancings of any of such indebtedness. |
• | the number of shares of common stock or preferred stock purchasable upon the exercise of warrants to purchase such shares and the price at which such number of shares may be purchased upon such exercise; |
• | a summary of the designation and terms (including, without limitation, liquidation, dividend, conversion and voting rights) of the series of preferred stock purchasable upon exercise of warrants to purchase preferred stock as set forth in the certificate of designation for such series of preferred stock; |
• | the principal amount of debt securities that may be purchased upon exercise of a debt warrant and the exercise price for the warrants, which may be payable in cash, securities or other property; |
• | the date, if any, on and after which the warrants and the related debt securities, preferred stock or common stock will be separately transferable; |
• | the terms of any rights to redeem or call the warrants; |
• | the date on which the right to exercise the warrants will commence and the date on which the right will expire; |
• | U.S. federal income tax consequences applicable to the warrants; and |
• | any additional terms of the warrants, including terms, procedures, and limitations relating to the exchange, exercise and settlement of the warrants. |
• | the title of the series of units; |
• | identification and description of the separate constituent securities comprising the units; |
• | the price or prices at which the units will be issued; |
• | the date, if any, on and after which the constituent securities comprising the units will be separately transferable; |
• | a discussion of certain U.S. federal income tax considerations applicable to the units; and |
• | any other material terms of the units and their constituent securities. |
• | the title and aggregate number of the rights; |
• | the subscription price or a formula for the determination of the subscription price for the rights and the currency or currencies in which the subscription price may be payable; |
• | if applicable, the designation and terms of the securities with which the rights are issued and the number of rights issued with each such security or each principal amount of such security; |
• | the number or a formula for the determination of the number of the rights issued to each stockholder; |
• | the extent to which the rights are transferable; |
• | in the case of rights to purchase debt securities, the principal amount of debt securities purchasable upon exercise of one right; |
• | in the case of rights to purchase common stock or preferred stock, the type of stock and number of shares of stock purchasable upon exercise of one right; |
• | the date on which the right to exercise the rights will commence, and the date on which the rights will expire (subject to any extension); |
• | if applicable, the minimum or maximum amount of the rights that may be exercised at any one time; |
• | the extent to which such rights include an over-subscription privilege with respect to unsubscribed securities; |
• | if applicable, the procedures for adjusting the subscription price and number of shares of common stock or preferred stock purchasable upon the exercise of each right upon the occurrence of certain events, including stock splits, reverse stock splits, combinations, subdivisions or reclassifications of common stock or preferred stock; |
• | the effect on the rights of any merger, consolidation, sale or other disposition of our business; |
• | the terms of any rights to redeem or call the rights; |
• | information with respect to book-entry procedures, if any; |
• | the terms of the securities issuable upon exercise of the rights; |
• | if applicable, the material terms of any standby underwriting, backstop or other purchase arrangement that we may enter into in connection with the rights offering; |
• | if applicable, a discussion of certain U.S. Federal income tax considerations; and |
• | any other terms of the rights, including terms, procedures and limitations relating to the exchange and exercise of the rights. |
• | at a fixed price or prices, which may be changed; |
• | at market prices prevailing at the time of sale; |
• | at prices related to such prevailing market prices; or |
• | at negotiated prices. |
• | our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on March 27, 2020; |
• | the information included in our definitive proxy statement on Schedule 14A for our 2020 Annual Meeting of Stockholders, filed with the SEC on April 29, 2020, to the extent incorporated by reference in Part III of our Annual Report on Form 10-K for the year ended December 31, 2019; |
• | our Quarterly Report on Form 10-Q for the quarter ended March 31, 2020 filed with the SEC on May 13, 2020; |
• | our Current Reports on Form 8-K filed with the SEC on January 13, 2020; February 14, 2020; February 27, 2020; March 23, 2020; March 27, 2020 (solely with respect to information filed, and not furnished, in such report); April 9, 2020; April 16, 2020; April 20, 2020; May 19, 2020; June 4, 2020; June 9, 2020; June 17, 2020; June 24, 2020; June 30, 2020 and July 14, 2020; and |
• | the description of our common stock contained in our registration statement on Form 8-A12B, filed with the SEC on September 25, 2015 (File No. 001-37568), and all amendments or reports filed for the purpose of updating such description. |
Item 14. | Other Expenses of Issuance and Distribution. |
Securities and Exchange Commission registration fee | | | $12,980.00 |
FINRA filing fee | | | * |
Printing and engraving expenses | | | * |
The Nasdaq Capital Market listing fees | | | * |
Legal fees and expenses | | | * |
Accounting fees and expenses | | | * |
Transfer agent and registrar fees | | | * |
Miscellaneous expenses | | | * |
Total | | | $* |
* | These fees and expenses will be based upon the number of securities offerings and the amount of securities offered and accordingly cannot be estimated at this time. |
Item 15. | Indemnification of Directors and Officers. |
Item 16. | Exhibits. |
Item 17. | Undertakings. |
(a) | The undersigned registrant hereby undertakes: |
Exhibit Number | | | Description of Document |
1.1 | | | Form of Underwriting Agreement.* |
| | ||
| | Agreement and Plan of Merger and Reorganization, dated November 23, 2018, by and among Edge Therapeutics, Inc., Echos Merger Sub, Inc. and PDS Biotechnology Corporation (filed as exhibit 2.1 to the Company’s Current Report on Form 8-K filed on November 26, 2018, and incorporated by reference herein). | |
| | ||
| | Amendment No. 1 to Agreement and Plan of Merger and Reorganization, dated January 24, 2019, by and among Edge Therapeutics, Inc., Echos Merger Sub, Inc. and PDS Biotechnology Corporation (filed as exhibit 2.1 to the Company’s Current Report on Form 8-K filed on January 30, 2019, and incorporated by reference herein). | |
| | ||
| | Eighth Amended and Restated Certificate of Incorporation (filed as exhibit 3.1 to the Company’s Current Report on Form 8-K filed on October 6, 2015, and incorporated by reference herein). | |
| | ||
| | Certificate of Amendment to Amended and Restated Certificate of Incorporation (filed as exhibit 3.1 to the Company’s Current Report on Form 8-K filed on March 18, 2019, and incorporated by reference herein). | |
| | ||
| | Certificate of Amendment to Amended and Restated Certificate of Incorporation (filed as exhibit 3.2 to the Company’s Current Report on Form 8-K filed on March 18, 2019, and incorporated by reference herein). | |
| | ||
| | Second Amended and Restated Bylaws (filed as exhibit 3.2 to the Company’s Current Report on Form 8-K filed on October 6, 2015, and incorporated by reference herein). | |
| | ||
| | Form of Certificate of Common Stock (filed as exhibit 4.1 to the Company's Pre-Effective Amendment No. 1 to the registration statement on Form S-1 (File No. 333- 206416) filed on September 21, 2015, and incorporated by reference herein). | |
| | ||
| | Investors' Rights Agreement, dated as of April 6, 2015, by and among the Company and the Investors named therein (filed as exhibit 4.8 to the Company's Registration Statement on Form S-1 (File No. 333- 206416) filed on August 14, 2015, and incorporated by reference herein). | |
| | ||
| | Form of Indenture (filed herewith). | |
| | ||
| | Warrant to Purchase 18,000 Shares of Common Stock issued to Maxim Partners LLC, dated as of October 6, 2015 (filed as exhibit 4.1 to the Company's Quarterly Report on Form 10-Q filed on November 6, 2015, and incorporated by reference herein). | |
| | ||
4.5 | | | Form of Warrant Certificate with respect to any Warrant issued hereunder.* |
| | ||
4.6 | | | Form of Warrant Agreement with respect to any Warrant issued hereunder.* |
| | ||
4.7 | | | Form of Certificate of Designation with respect to any Preferred Stock issued hereunder and the related form of Preferred Stock Certificate.* |
| | ||
4.8 | | | Form of Debt Security.* |
| |
Exhibit Number | | | Description of Document |
4..9 | | | Form of Unit Agreement.* |
| | ||
4.10 | | | Form of Unit Certificate.* |
| | ||
4.11 | | | Form of Rights Certificate.* |
| | ||
| | Opinion of DLA Piper LLP (US) (filed herewith). | |
| | ||
| | Consent of KPMG LLP (filed herewith). | |
| | ||
| | Consent of DLA Piper LLP (US) (included in Exhibit 5.1). | |
| | ||
| | Consent of Haynie & Co. (filed herewith). | |
| | ||
| | Power of Attorney (included on signature page). | |
| | ||
25.1 | | | Statement of Eligibility of Trustee on Form T-1 under the Trust Indenture Act of 1939, as amended.** |
* | If applicable, to be filed subsequent to the effectiveness of this registration statement (1) by an amendment to this registration statement or (2) as an exhibit to a Current Report on Form 8-K and incorporated herein by reference. |
** | If applicable, to be filed subsequent to the effectiveness of this registration statement under the electronic form type 305B2 pursuant to Section 305(b)(2) of the Trust Indenture Act of 1939, as amended. |
| | PDS Biotechnology Corporation | ||||
| | | | |||
| | By: | | | /s/ Frank Bedu-Addo | |
| | Name: | | | Frank Bedu-Addo | |
| | Title: | | | President and Chief Executive Officer |
Signature | | | Title | | | Date |
/s/ Frank Bedu-Addo | | | President, Chief Executive Officer and Director (Principal Executive Officer) | | | July 22, 2020 |
Frank Bedu-Addo | | |||||
| | | | |||
/s/ Michael King | | | Interim Chief Financial Officer (Interim Principal Financial Officer and Accounting Officer) | | | July 22, 2020 |
Michael King | | |||||
| | | | |||
/s/ Sir Richard Sykes | | | Director | | | July 22, 2020 |
Sir Richard Sykes | | |||||
| | | | |||
/s/ De Lyle Bloomquist | | | Director | | | July 22, 2020 |
De Lyle Bloomquist | | |||||
| | | | |||
/s/ Gregory Freitag | | | Director | | | July 22, 2020 |
Gregory Freitag | | |||||
| | | | |||
/s/ Stephen Glover | | | Director | | | July 22, 2020 |
Stephen Glover | | |||||
| | | | |||
/s/ Kamil Ali-Jackson | | | Director | | | July 22, 2020 |
Kamil Ali-Jackson | | |||||
| | | | |||
/s/ Ilian Iliev, Ph.D. | | | Director | | | July 22, 2020 |
Ilian Iliev, Ph.D. | |