NOTABLE LABS, LTD. Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2024-10-16: Form 8-K; Period of report 2024-10-14; Description 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; Details 3.01.
- 2024-10-15: Form 8-K; Period of report 2024-10-13; Description 1.03 Bankruptcy or Receivership; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 1.03.
- 2024-09-19: Form 8-K; Period of report 2024-09-18; Description 2.05 Costs Associated with Exit or Disposal Activities; Details 2.05.
- 2024-09-16: Form 8-K; Period of report 2024-09-16; Description 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; Details 5.02.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2024-10-16 | 8-K | 2024-10-14 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 As previously disclosed, on October 13, 2024 Notable Labs, Ltd. (the “Company” or “Notable”) and its subsidiaries, filed voluntary petitions for relief (the “Chapter 7 Filings”) under the provisions of chapter 7 of title 11 of the United States Code, 11 U.S.C. §§ 101 et seq. | form8-k.htm |
| 2024-10-15 | 8-K | 2024-10-13 | 1.03 Bankruptcy or Receivership; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 1.03 After considering strategic alternatives, Notable Labs, Ltd. (the “Company” or “Notable”) and its subsidiaries filed a voluntary petition for relief (the “Petitions”) under the provisions of chapter 7 of title 11 of the United States Code, 11 U.S.C. §§ 101, et seq. 5.02 Tuomo Pätsi, Thomas I. H. Dubin, Peter Feinberg, Michele Galen, Thomas Graney and Michael Rice tendered their resignations as members of the Company’s and its subsidiaries’ Boards of Directors, which resignations were effective on October 13, 2024 as of immediately following the filing of the Petitions. | form8-k.htm |
| 2024-09-19 | 8-K | 2024-09-18 | 2.05 Costs Associated with Exit or Disposal Activities | 2.05 On September 18, 2024, the Board of Directors of Notable Labs, Ltd. (the “Company” or “Notable”) approved a streamlined operating plan which includes exploring strategic alternatives focused on maximizing shareholder value. | form8-k.htm |
| 2024-09-16 | 8-K | 2024-09-16 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers | 5.02 On September 16, 2024, Notable Labs, Ltd. (the “Company” or “Notable”) appointed Kaile A. Zagger as its Interim Chief Executive Officer and Chief Restructuring Officer. | form8-k.htm |
| 2024-08-26 | 8-K | 2024-08-26 | 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure | 5.02 On August 26, 2024, Dr. Thomas A. Bock resigned from his positions as Director and as Chief Executive Officer of Notable Labs, Ltd. (the “Company” or “Notable”). 7.01 On August 26, 2024, the Company issued a press release announcing the above-referenced management changes. | form8-k.htm |
| 2024-08-06 | 8-K | 2024-08-06 | 7.01 Regulation FD Disclosure | 7.01 On August 6, 2024, Notable Labs, Ltd. (the “Company”) issued a white paper presentation with respect to its volasertib Phase 2 trial design. | form8-k.htm |
| 2024-07-24 | 8-K | 2024-07-24 | 8.01 Other Events | 8.01 On July 24, 2024, Notable Labs, Ltd. (the “Company”) issued a press release regarding its receipt of clearance to proceed from the FDA and agreement on the dosing plan for its volasertib Phase 2 clinical trial. | form8-k.htm |
| 2024-07-19 | 8-K | 2024-07-17 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 On July 17, 2024, Notable Labs, Ltd. (the “Company”) received a written notification (the “Notice”) from the Nasdaq Stock Market LLC (“Nasdaq”), indicating that the Company was not in compliance with the minimum closing bid price requirement set forth in Nasdaq Rules for continued listing on the Nasdaq Capital Market. | form8-k.htm |
| 2024-05-30 | 8-K | 2024-05-30 | 7.01 Regulation FD Disclosure | 7.01 On May 30, 2024, Notable Labs, Ltd. (the “Company”) issued an updated business overview slide presentation. | form8-k.htm |
| 2024-05-06 | 8-K | 2024-05-06 | 7.01 Regulation FD Disclosure | 7.01 On May 6, 2024, Notable Labs, Ltd. (the “Company”) issued a business overview slide presentation. | form8-k.htm |
| 2024-04-12 | 8-K | 2024-04-12 | 2.02 Results of Operations and Financial Condition | 2.02 On April 12, 2024, Notable Labs, Ltd. (the “Company”) issued a press release announcing the filing of its financial results for the year ended December 31, 2023, and providing a business update and additional financial information. | form8-k.htm |
| 2024-04-09 | 8-K | 2024-04-09 | 8.01 Other Events | 8.01 On April 9, 2024, Notable Labs, Ltd. (the “Company”) issued a press release regarding the presentation, at the American Association for Cancer Research (AACR 2024) conference being held in San Diego, California, of the design plan for the Company’s Predictive Precision Medicine Platform (PPMP)-Enabled Phase 2 Trial with volasertib, in combination with decitabine, in patients with relapsed/refractory (R/R) acute myeloid leukemia (AML). | form8-k.htm |
| 2024-04-08 | 8-K | 2024-04-08 | 8.01 Other Events | 8.01 On April 8, 2024, Notable Labs, Ltd. (the “Company”) issued a press release regarding the presentation of data related to innovations in the use of cryopreserved samples in the Company’s Predictive Precision Medicine Platform (PPMP) assay at the American Association for Cancer Research (AACR 2024) conference being held in San Diego, California. | form8-k.htm |
| 2024-03-25 | 8-K | 2024-03-22 | 5.07 Submission of Matters to a Vote of Security Holders | 5.07 (i) approved the Company’s Employee Share Ownership and Option Plan (2024); (ii) approved the amendment of the compensation terms and agreement of Thomas A. Bock, the Company’s Chief Executive Officer; (iii) approved the appointment of WithumSmith+Brown, PC, as the Company’s independent registered public accounting firm for the year ended December 31, 2023; and (iv) approved a compensation policy for the Directors and Officers of the Company. | form8-k.htm |
| 2024-03-22 | 8-K | 2024-03-21 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 As previously reported, on October 16, 2023, Notable Labs, Ltd. (the “Company”) completed its business combination with Notable Labs, Inc. (“Notable”) and Vibrant Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”) in accordance with the terms of the Agreement and Plan of Merger, dated as of February 22, 2023 (the “Merger Agreement”), by and among the Company, Notable and Merger Sub. | form8-k.htm |
| 2024-02-22 | 8-K | 2024-02-22 | 8.01 Other Events | 8.01 On February 22, 2024, Notable Labs, Ltd. (the “Company”) issued a press release updating its Phase 2 clinical trial plan for volasertib. | form8-k.htm |
| 2024-02-02 | 8-K | 2024-01-30 | 4.01 Changes in Registrant's Certifying Accountant | 4.01 On January 30, 2024, Notable Labs, Ltd. (the “Company”) dismissed Kesselman & Kesselman C.P.A.s, a member of PricewaterhouseCoopers International Limited, effective immediately, as its independent registered public accounting firm (after receiving approval of the Audit Committee of the Company’s Board of Directors). | form8-k.htm |
| 2023-12-18 | 8-K | 2023-12-18 | 8.01 Other Events | 8.01 On December 18, 2023, Notable Labs, Ltd. (the “Company”) issued a press release announcing the results of the Phase 1b/2a clinical trial being conducted by CicloMed LLC of fosciclopirox in adult patients with relapsed or refractory acute myeloid leukemia (AML), together with the predictive accuracy of the data arising from the trial generated by the Company’s Predictive Precision Medicines Platform (PPMP). | form8-k.htm |
| 2023-11-29 | 8-K/A | 2023-09-30 | 9.01 Financial Statements and Exhibits | form8k-a.htm | |
| 2023-11-29 | 8-K/A | 2022-12-31 | 9.01 Financial Statements and Exhibits | form8k-a.htm | |
| 2023-11-14 | 8-K | 2023-11-14 | 2.02 Results of Operations and Financial Condition | 2.02 On November 14, 2023, Notable Labs, Ltd. (the “Company”) issued a press release announcing the filing of its financial results for the third quarter ended September 30, 2023 and providing a business update and additional financial information. | form8-k.htm |
| 2023-10-20 | 8-K | 2023-10-19 | 8.01 Other Events | 8.01 On October 19, 2023, Notable Labs, Ltd. (the “Company”) received a written notification from The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company has demonstrated compliance with Nasdaq’s initial listing requirements, including the bid price requirement with respect to the Company’s ordinary shares, and that, accordingly, Nasdaq considers the prior outstanding minimum bid price deficiency matter described below to be closed. | form8-k.htm |
| 2023-10-17 | 8-K | 2023-10-17 | 7.01 Regulation FD Disclosure | 7.01 On October 17, 2023, Notable Labs, Ltd. (formerly known as Vascular Biogenics Ltd.) (the “Company”) plans to hold a conference call with investors. | form8-k.htm |
| 2023-10-16 | 8-K | 2023-10-16 | 2.01 Completion of Acquisition or Disposition of Assets; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 2.01 On October 16, 2023, Notable Labs, Ltd., formerly known as “Vascular Biogenics Ltd.” (the “Company” or “VBL”), completed its business combination with Notable Labs, Inc. (“Notable”) and Vibrant Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”) in accordance with the terms of the Agreement and Plan of Merger, dated as of February 22, 2023 (the “Merger Agreement”), by and among the Company, Notable and Merger Sub. 3.03 As previously disclosed, at the annual and special meeting of the Company’s shareholders held on October 12, 2023, the Company’s shareholders approved amendments to the Company’s Amended and Restated Articles of Association (the “Articles”), to effect the Reverse Share Split, to increase the Company’s registered share capital by up to NIS 10,000,000 and the creation of up to additional 1,000,000,000 Ordinary Shares, subject to any adjustments required pursuant to the Merger and the Reverse Share Split, as determined by the Company’s board of directors (the “Share Capital Increase”), approve change of the Company’s name to “Notable Labs, Ltd.” or a similar name approved by the Israeli Registrar of Companies, effective as of the Effective Time, and a modification to the legal quorum required for the Company’s general meeting of shareholders, which shall consist of at least one (1) shareholder who holds or represents at least 33 1/3% of the voting rights in the Company (the “Quorum Modification”), effective as of the Effective Time. 5.01 The information set forth in Item 2.01 regarding the Merger and the information set forth in Item 5.02 regarding the Company’s board of directors and executive officers following the Merger are incorporated by reference into this Item 5.01. 5.03 The information set forth in Item 3.03 of this Current Report on Form 8-K is hereby incorporated by reference. | form8-k.htm |
| 2023-10-12 | 8-K | 2023-10-12 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On October 12, 2023, Vascular Biogenics Ltd. (“VBL”) convened an annual and special meeting (the “Meeting”), at which VBL’s shareholders voted on the proposals set forth below relating to the proposed business combination between VBL and Notable Labs, Inc. (“Notable”). 8.01 On October 12, 2023, VBL issued a press release announcing the results of the Meeting. | form8-k.htm |
| 2023-10-10 | 8-K | 2023-10-09 | 8.01 Other Events | 8.01 As previously reported, Vascular Biogenics Ltd. (“VBL”) received a letter (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) on August 31, 2022, indicating that Nasdaq had determined that VBL no longer met the minimum bid price requirement of Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Price Requirement”), as the minimum closing bid price for VBL’s ordinary shares was less than $1.00 for the previous 30 consecutive business days. | form8-k.htm |
| 2023-10-02 | 8-K | 2023-10-01 | 8.01 Other Events | 8.01 On October 2, 2023, Vascular Biogenics Ltd. (“VBL”) announced that following the execution of the term sheet with Wellbeing Group Ltd. (“Wellbeing”) on June 30, 2023 (as amended on July 25, 2023) (the “Term Sheet”), the parties negotiated a definitive asset purchase agreement (the “Asset Purchase Agreement”) for the sale of VB-601 and MOSPD2 related assets (the “VB-601 Asset”). | form8-k.htm |
| 2023-09-18 | 8-K | 2023-09-18 | 8.01 Other Events | 8.01 On September 18, 2023, Vascular Biogenics Ltd. (“VBL”) announced that VBL shareholders may also attend the October 12, 2023 annual and special meeting of shareholders (the “Meeting”) in person at VBL’s offices at 8 HaSatat St., Modi’in, Israel. | form8-k.htm |
| 2023-09-06 | 8-K | 2023-09-05 | 8.01 Other Events | 8.01 On September 6, 2023, Vascular Biogenics Ltd., operating as VBL Therapeutics (“VBL”), issued a press release announcing that its registration statement on Form S-4 for the proposed merger with Notable Labs, Inc., has been declared effective by the U.S. Securities and Exchange Commission. | form8-k.htm |
| 2023-09-01 | 8-K | 2023-08-29 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 As previously reported, Vascular Biogenics Ltd. (“VBL”) received a letter (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) on August 31, 2022, indicating that Nasdaq had determined that VBL no longer met the minimum bid price requirement of Nasdaq Listing Rule 5450(a)(1) (the “Minimum Bid Price Requirement”), as the minimum closing bid price for VBL’s ordinary shares was less than $1.00 for the previous 30 consecutive business days. | form8-k.htm |
| 2023-08-14 | 8-K | 2023-08-14 | 2.02 Results of Operations and Financial Condition | 2.02 On August 14, 2023, Vascular Biogenics Ltd., operating as VBL Therapeutics (“VBL”), issued a press release announcing its financial results for the second quarter ended June 30, 2023, and provided a corporate update. | form8-k.htm |
| 2023-05-15 | 8-K | 2023-05-15 | 2.02 Results of Operations and Financial Condition | 2.02 On May 15, 2023, Vascular Biogenics Ltd., operating as VBL Therapeutics (“VBL”), issued a press release announcing its financial results for the first quarter ended March 31, 2023, and provided a corporate update. | form8-k.htm |
| 2023-03-14 | 8-K | 2023-03-14 | 2.02 Results of Operations and Financial Condition | 2.02 On March 14, 2023, Vascular Biogenics Ltd. (VBL) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2022. | form8-k.htm |
| 2023-03-09 | 8-K | 2023-03-09 | 2.01 Completion of Acquisition or Disposition of Assets | 2.01 On March 9, 2023, Vascular Biogenics Ltd. (“VBL”) completed the previously announced sale of its manufacturing facility in Modi’in, Israel, and certain related assets, for $7.1 million in cash (the “Asset Sale”), pursuant to that certain Asset Purchase Agreement (the “Purchase Agreement”) entered into with Aleph Farms, an Israel-based food technology company. | form8-k.htm |
| 2023-03-01 | 8-K | 2023-02-28 | 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing | 3.01 As previously reported, Vascular Biogenics Ltd. (“VBL”) received a letter (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) on August 31, 2022 indicating that Nasdaq had determined that VBL no longer meets the minimum bid price requirement of Nasdaq Listing Rule 5450(a)(1), as the minimum closing bid price for VBL’s ordinary shares was less than $1.00 for the previous 30 consecutive business days. | form8-k.htm |
| 2023-02-23 | 8-K | 2023-02-22 | 1.01 Entry into a Material Definitive Agreement; 2.02 Results of Operations and Financial Condition; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 7.01 Regulation FD Disclosure; 8.01 Other Events | 1.01 Entry into a Material Definitive Agreement. 2.02 To the extent required by this Item, the information included in Item 8.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.01 To the extent required by this Item 5.01, the information in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. 5.02 To the extent required by this Item 5.02, the information in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. 7.01 On February 23, 2023, VBL and Notable issued a joint press release announcing, among other things, the execution of the Merger Agreement and VBL and Notable held a conference call with investors to discuss the proposed Merger. 8.01 Although it has not yet finalized its full financial results for the fourth quarter and fiscal year ended December 31, 2022, VBL expects to report that it had approximately $21.1 million of cash, cash equivalents, short-term bank deposits, and restricted cash as of December 31, 2022. | form8-k.htm |
| 2023-02-16 | 8-K | 2023-02-15 | 1.01 Entry into a Material Definitive Agreement | 1.01 Entry into a Material Definitive Agreement. | form8-k.htm |