UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
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Item 8.01. Other Events.
On November 30, 2022, Provention Bio, Inc. (the “Company”) and MacroGenics, Inc. (“MacroGenics”) entered into Amendment No. 1 (the “Amendment”) to the Asset Purchase Agreement, dated May 7, 2018. Pursuant to Amendment, the $60.0 million milestone payment related to the achievement of U.S. Food and Drug Administration approved TZIELDTM (teplizumab-mzwv) to delay the onset of Stage 3 type 1 diabetes (“T1D”) in adult and pediatric patients aged 8 years and older with Stage 2 T1D were revised to require the amount to be paid in four equal installments rather than within 90 days of approval. Under the Amendment, the Company is required to pay MacroGenics $15.0 million on each of November 30, 2022, March 1, 2023, June 1, 2023 and September 1, 2023.
The foregoing is a summary description of certain terms of the Amendment and is not complete and is qualified in its entirety by reference to the text of the Amendment, which will be filed as an exhibit to our Annual Report on Form 10-K for the fiscal year ended December 31, 2022.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibit is furnished with this report:
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
SIGNATURE
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: December 6, 2022 | ||
| Provention Bio, Inc. | ||
| By: | /s/ Thierry Chauche | |
| Thierry Chauche | ||
| Chief Financial Officer | ||