Date of report (Date of earliest event reported): November 10, 2020



(Exact name of registrant as specified in its charter)


Delaware   001-36304   45-3215903

(State or other jurisdiction

of incorporation or organization)



File Number)


(I.R.S. Employer

Identification No.)


257 Simarano Drive, Suite 101

Marlborough, Massachusetts 01752

(Address of Principal Executive Offices) (Zip Code)


Registrant’s telephone number, including area code: (508) 767-3861


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 (see General Instruction A.2. below):


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 of securities: Trading Symbol(s):   Name of exchange on which registered:
Common Stock, par value $0.0001 PHIO   The Nasdaq Capital 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 2.02. Results of Operations and Financial Condition.


On November 10, 2020, Phio Pharmaceuticals Corp. reported its results of operations for the quarter ended September 30, 2020. A copy of the press released is furnished as Exhibit 99.1 to this Current Report on Form 8-K (the “Report”).


The information in this Item 2.02 and attached as Exhibit 99.1 to this Report will not be treated as “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. This information will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or into another filing under the Exchange Act, unless that filing expressly incorporates this information by reference.


Item 9.01. Financial Statements and Exhibits.


(d) Exhibits


Exhibit No.   Description
99.1   Press Release issued by the Company on November 10, 2020.


































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: November 10, 2020       By:   /s/ Gerrit Dispersyn

Gerrit Dispersyn

President and Chief Executive Officer



























Exhibit 99.1



Phio Pharmaceuticals Reports Third Quarter 2020 Financial Results and Provides Business Update


Marlborough, Mass., November 10, 2020 -- Phio Pharmaceuticals Corp. (Nasdaq: PHIO), a biotechnology company developing the next generation of immuno-oncology therapeutics based on its proprietary self-delivering RNAi (INTASYL™) therapeutic platform, today reported its financial results for the quarter ended September 30, 2020 and provided a business update.


“During the quarter, we continued to execute on the development of our INTASYL RNAi technology as a cancer immunotherapy platform for innovative therapeutics. Promising new in vivo data was recently presented at the Society for Immunotherapy of Cancer’s (SITC) annual meeting. This data showed that our INTASYL compounds targeting PD-1, PD-L1 or TIGIT inhibited tumor growth, and that such antitumoral effect can be significantly improved by combining different INTASYL compounds without having a negative impact on the tolerability of the treatment," said Dr. Gerrit Dispersyn, President and CEO of Phio. “Immune checkpoint therapy with systemic antibodies can result in dose limiting toxicities, especially when used in combination. With our INTASYL platform, we can easily combine multiple targets in a single therapeutic. Our data suggest that local administration with INTASYL compounds, even when used in combination, may provide a safer and more cost-effective alternative to antibody-based immune checkpoint therapy. Based upon these exciting results, we look forward to finalizing our IND-enabling studies and to moving our INTASYL compounds into the clinical phase of development in the near future.”


Quarter in Review and Recent Corporate Updates


·Presented data at the AACR Virtual Annual Meeting II on PH-804, an INTASYL compound targeting TIGIT, inhibiting tumor growth and conferring an inflammatory tumor microenvironment.


·Presented data at SITC 2020 showing that the antitumoral efficacy of our PH-762, PH-790 and PH-804 INTASYL compounds can be further improved by combining them in a single drug treatment.


·Collaborated on poster presentations featuring INTASYL RNAi technology by two development partners, AgonOx, Inc. and the Helmholtz Zentrum München that were presented at SITC 2020.


·Attended and presented at the H.C. Wainwright 22nd Annual Global Investment Conference.


·Conducted preclinical work to support the planned initiation of clinical trials with PH-762.


·Ended the quarter with total cash of approximately $16.9 million as of September 30, 2020.






Financial Results


Cash Position


At September 30, 2020, the Company had cash of $16.9 million as compared with $6.9 million at December 31, 2019. The Company expects its cash will be sufficient to fund currently planned operations for at least the next 12 months.


Research and Development Expenses


Research and development expenses were approximately $1.3 million for the quarter ended September 30, 2020, compared to approximately $1.0 million for the quarter ended September 30, 2019. The increase is primarily due to an increase in the use of third-party service providers to conduct preclinical research studies to support the development of the Company's pipeline programs as compared to the prior year period offset by a decrease in the use of an outside interim temporary labor consultant in the prior year period.


General and Administrative Expenses


General and administrative expenses were relatively steady at $1.1 million for the three-month periods ended September 30, 2020 and 2019.


Net Loss


Net loss was $2.3 million, or $0.40 per share, for the quarter ended September 30, 2020, compared with $2.1 million, or $4.53 per share, for the quarter ended September 30, 2019. The increase in net loss was primarily attributable to an increase in research and development expenses, as discussed above. The change in net loss per share was primarily due to an increase in the number of shares outstanding as a result of our capital raise activities as compared to the prior year period.


About Phio Pharmaceuticals Corp.


Phio Pharmaceuticals Corp. (Nasdaq: PHIO) is a biotechnology company developing the next generation of immuno-oncology therapeutics based on its self-delivering RNAi (INTASYL™) therapeutic platform. The Company's efforts are focused on silencing tumor-induced suppression of the immune system through its proprietary INTASYL platform with utility in immune cells and the tumor micro-environment. Our goal is to develop powerful INTASYL therapeutic compounds that can weaponize immune effector cells to overcome tumor immune escape, thereby providing patients a powerful new treatment option that goes beyond current treatment modalities. For additional information, visit the Company's website, www.phiopharma.com.







Forward Looking Statements


This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are neither historical facts nor assurances of future performance. These statements are based only on our current beliefs, expectations and assumptions regarding the impact to our business and operations by the recent coronavirus outbreak, results from our preclinical and clinical activities, the development of our product candidates, the ability of obtain future financing, the future of our business, future plans and strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of our control. Our actual results may differ materially from those indicated in the forward-looking statements as a result of a number of important factors, including, but not limited to, market and other conditions and those identified in our Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q under the caption "Risk Factors" and in other filings the Company periodically makes with the SEC. Readers are urged to review these risk factors and to not act in reliance on any forward-looking statements, as actual results may differ from those contemplated by our forward-looking statements. Phio does not undertake to update forward-looking statements to reflect a change in its views, events or circumstances that occur after the date of this release, except as required by law.


Contact Phio Pharmaceuticals Corp.


Investor Contact

Ashley R. Robinson
LifeSci Advisors





























(Amounts in thousands, except share and per share data)



   Three Months Ended
September 30,
   Nine Months Ended
September 30,
   2020   2019   2020   2019 
Revenues  $   $   $   $21 
Operating expenses:                    
Research and development   1,256    1,042    3,253    3,277 
General and administrative   1,050    1,071    3,078    3,062 
Total operating expenses   2,306    2,113    6,331    6,339 
Operating loss   (2,306)   (2,113)   (6,331)   (6,318)
Total other (expense) income, net   (3)   19    (1)   70 
Net loss  $(2,309)  $(2,094)  $(6,332)  $(6,248)
Net loss per share:                    
Basic and diluted  $(0.40)  $(4.53)  $(1.51)  $(14.70)
Weighted average shares: basic and diluted   5,780,386    461,990    4,181,862    424,910 





























(Amounts in thousands)





September 30,


   December 31,
Current assets:          
Cash  $16,868   $6,934 
Restricted cash   50    50 
Prepaid expenses and other current assets   702    316 
Total current assets   17,620    7,300 
Right of use asset   428    511 
Property and equipment, net   173    210 
Other assets   18    18 
Total assets  $18,239   $8,039 
Current liabilities:          
Accounts payable  $742   $809 
Accrued expenses and other current liabilities   1,375    964 
Lease liability   113    107 
Total current liabilities   2,230    1,880 
Lease liability, net of current portion   325    411 
Long-term debt   231     
Total liabilities   2,786    2,291 
Total stockholders’ equity   15,453    5,748 
Total liabilities and stockholders’ equity  $18,239   $8,039