Marker Therapeutics Inc (MRKR)

[jobynimble]

8-K filing: https://www.sec.gov/ix?doc=/Archives/edgar/data/1094038/000110465922110309/tm2228646d1_8k.htm

Item 1.02 Termination of a Material Definitive Agreement

As previously disclosed, Marker Therapeutics, Inc. (the “Company”) has undertaken a review of its peptide-based immunotherapeutic vaccine programs to determine the future strategy of the programs and the proper allocation of the Company’s resources to best maximize stockholder value. As a result of that review, on October 16, 2022, the Company and Mayo Foundation for Medical Education and Research (“Mayo”, together with the Company, the “Parties”) mutually agreed to terminate the (i) Patent and Know-How License Agreement dated March 25, 2012, the (ii) License and Assignment Agreement dated July 21, 2015, and the (iii) License and Assignment Agreement effective May 4, 2016 (collectively, the “License Agreements”) in accordance with and subject to the terms of those agreements, pursuant to which Mayo granted the Company license grants to patent rights, know-how and materials in each of the License Agreements (as defined therein) that were directed to the peptide-based immunotherapeutic vaccine programs. The termination of the License Agreements (the “License Termination Agreement”) is effective as of October 16, 2022 (the “Termination Date”).

Under the terms of the License Termination Agreement, the License Agreements are of no further force or effect. All license grants under the License Agreements are terminated and all rights therein revert to Mayo. The Parties further agreed that the Company will assign Mayo all of the Investigational New Drug Applications (each, an “IND”) covered under the License Agreements, including any interest in any clinical trials relating to any IND.

The foregoing summary is qualified in its entirety by reference to the License Agreements. The License Agreements were filed as Exhibits 10.5 and 10.6 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Marker Therapeutics, Inc.

Dated: October 20, 2022 By: /s/ Peter Hoang
Peter Hoang
President and Chief Executive Officer