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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) November
20, 2024
Hoth Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
Nevada |
|
001-38803 |
|
82-1553794 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(I. R. S. Employer
Identification No.) |
590
Madison Ave., 21st
Floor
New York, New York 10022
(Address of principal executive offices, including
ZIP code)
(646) 756-2997
(Registrant’s telephone number, including
area code)
Not Applicable
(Former name or former address, if changed since
last report)
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(s) |
|
Name of each exchange on which registered |
Common stock, $0.0001 par value |
|
HOTH |
|
The Nasdaq Stock Market LLC |
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 8.01 Other Events.
On November 20, 2024, Hoth Therapeutics, Inc.
(the “Company”) issued a press release announcing that the Company’s board of
directors approved the Company’s purchase of up to $1 million in Bitcoin as a treasury reserve asset. A copy of the press release
is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Risk Factors
The Company is supplementing the risk factors
previously disclosed in its Annual Report on Form 10-K for the year ended December 31, 2023 with the following risk factor:
Risks
Related to the Company
Bitcoin’s
price has been volatile which may undermine its reliability as a store of value and may have a material adverse effect on the Company’s
financial condition.
Bitcoin’s
price has been volatile and often experiences sharp price movements due to its speculative nature and diverse sentiments of its
global investor base. Regulatory changes may further effect Bitcoin’s volatility. For example, in 2021, China’s ban on
crypto trading and mining led to a significant drop in Bitcoin price. While the Company’s board has approved the purchase up
to $1 million in Bitcoin as a treasury reserve asset, the volatility associated with Bitcoin may undermine its reliability as a
store of value, including its long-term value, which may have a material adverse effect on the Company’s financial
condition.
Cautionary Note Regarding
Forward Looking Statements
This Current Report on Form 8-K includes “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements in this Current Report on Form
8-K include, but are not limited to, statements that relate to the Company’s potential purchase of Bitcoin as a treasury reserve
asset and other information that is not historical information. When used herein, words such as “anticipate”, “being”,
“will”, “plan”, “may”, “continue”, and similar expressions are intended to identify forward-looking
statements. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance
or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. All forward-looking
statements are based upon the Company’s current expectations and various assumptions. The Company believes there is a reasonable
basis for its expectations and beliefs, but they are inherently uncertain. The Company may not realize its expectations, and its beliefs
may not prove correct. Actual results could differ materially from those described or implied by such forward-looking statements as a
result of various important factors, including, without limitation, market conditions and the factors described under the caption “Risk
Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, and the Company’s other filings
made with the Securities and Exchange Commission. Consequently, forward-looking statements should be regarded solely as the Company’s
current plans, estimates and beliefs. Investors should not place undue reliance on forward-looking statements. The Company cannot guarantee
future results, events, levels of activity, performance or achievements. The Company does not undertake and specifically declines any
obligation to update, republish, or revise any forward-looking statements to reflect new information, future events or circumstances or
to reflect the occurrences of unanticipated events, except as may be required by law.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits.
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.
Date: November 20, 2024 |
Hoth Therapeutics, Inc. |
|
|
|
/s/ Robb Knie |
|
Robb Knie |
|
Chief Executive Officer |
-2-
Exhibit 99.1
Hoth Therapeutics
Board of Directors Approves Bitcoin as Treasury Reserve Asset
NEW YORK, November
20, 2024 – Hoth Therapeutics, Inc. (NASDAQ: HOTH), a patient focused biopharmaceutical company, today announced that the
Company’s Board of Directors approved the purchase of up to $1 million in Bitcoin.
“As
Bitcoin continues to grow, gaining investor attention and acceptance as a major and primary asset class, we believe that Bitcoin will
serve as a strong treasury reserve asset,” said Robb Knie, CEO of Hoth. “With recent approval of Bitcoin ETFs and increasing
activity from institutional investors, it is a strong addition to our treasury strategy. We believe its inflation-resistant characteristics
may make it a reliable asset as a functional store of value.”
About Hoth Therapeutics, Inc.
Hoth Therapeutics is a clinical-stage biopharmaceutical company dedicated to developing innovative, impactful, and ground-breaking
treatments with a goal to improve patient quality of life. We are a catalyst in early-stage pharmaceutical research and development,
elevating drugs from the bench to pre-clinical and clinical testing. Utilizing a patient-centric approach, we collaborate and
partner with a team of scientists, clinicians, and key opinion leaders to seek out and investigate therapeutics that hold immense
potential to create breakthroughs and diversify treatment options. To learn more, please visit https://ir.hoththerapeutics.com/.
Forward-Looking Statement
This press release includes forward-looking statements
based upon Hoth’s current expectations, which may constitute forward-looking statements for the purposes of the safe harbor provisions
under the Private Securities Litigation Reform Act of 1995 and other federal securities laws, and are subject to substantial risks, uncertainties,
and assumptions. These statements concern Hoth’s business strategies; the timing of regulatory submissions; the ability to obtain and
maintain regulatory approval of existing product candidates and any other product candidates we may develop, and the labeling under any
approval we may obtain; the timing and costs of clinical trials, and the timing and costs of other expenses; market acceptance of our
products; the ultimate impact of any health epidemic, on our business, our clinical trials, our research programs, healthcare systems,
or the global economy as a whole; our intellectual property; our reliance on third-party organizations; our competitive position; our
industry environment; our anticipated financial and operating results, including anticipated sources of revenues; our assumptions regarding
the size of the available market, benefits of our products, product pricing, and timing of product launches; management’s expectation
with respect to future acquisitions; statements regarding our goals, intentions, plans, and expectations, including the introduction of
new products and markets; our cash needs and financing plans; and the long-term value of Bitcoin. There are a number of factors that could
cause actual events to differ materially from those indicated by such forward-looking statements. You should not place reliance on these
forward-looking statements, which include words such as “could,” “believe,” “anticipate,” “intend,”
“estimate,” “expect,” “may,” “continue,” “predict,” “potential,” “project”
or similar terms, variations of such terms, or the negative of those terms. Although the Company believes that the expectations reflected
in the forward-looking statements are reasonable, the Company cannot guarantee such outcomes. Hoth may not realize its expectations, and
its beliefs may not prove correct. Actual results may differ materially from those indicated by these forward-looking statements as a
result of various important factors, including, without limitation, market conditions, risks inherent
with investing in Bitcoin, including Bitcoin’s volatility and risk of implementing a new Bitcoin treasury strategy, and the factors described
in the section titled “Risk Factors” in Hoth’s most recent Annual Report on Form 10-Kas amended or supplemented by Hoth’s other
filings made with the U. S. Securities and Exchange Commission. All such statements speak only as of the date made. Consequently, forward-looking
statements should be regarded solely as Hoth’s current plans, estimates, and beliefs. Investors should not place undue reliance on forward-looking
statements. Hoth cannot guarantee future results, events, levels of activity, performance, or achievements. Hoth does not undertake and
specifically declines any obligation to update, republish, or revise any forward-looking statements to reflect new information, future
events, or circumstances or to reflect the occurrences of unanticipated events, except as may be required by applicable law.
Investor Contact:
LR Advisors LLC
Email: investorrelations@hoththerapeutics.com
www.hoththerapeutics.com
Phone: (678) 570-6791
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