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(Exact name of registrant as specified in its charter)

 

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(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:

 

 

 

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. ☐

 

 

On October 14, 2025, Clene Inc. (“the Company”) released an updated corporate presentation (the “Corporate Presentation”) on its website, invest.clene.com, containing the Company’s preliminary unaudited (i) balance of cash and cash equivalents as of September 30, 2025 and (ii) gross proceeds raised from the Company’s equity distribution agreement (the “ATM Agreement”) subsequent to September 30, 2025 through October 14, 2025 (together, the “Financial Information”). The Corporate Presentation is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The Financial Information is based on preliminary unaudited information available to the Company and has been prepared by and is the responsibility of management. The Company’s financial closing procedures for the three and nine months ended September 30, 2025 are not yet complete and, as a result, actual results may vary from the preliminary unaudited results presented herein due to the completion of the Company’s financial closing procedures audit procedures. The preliminary Financial Information has not been audited or reviewed by the Company’s independent registered public accounting firm and should not be viewed as a substitute for the Company’s full financial statements. It is possible that the Company or its independent registered public accounting firm may identify necessary adjustments to the preliminary unaudited Financial Information and those changes could be material. Accordingly, you should not place undue reliance on this preliminary unaudited data.

 

The information furnished in this Item 2.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), as amended, or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933 (the “Securities Act”), as amended, regardless of any general incorporation language in any such filings, except as shall be expressly set forth by specific reference in such a filing.

 

 

The information set forth in Item 2.02 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.

 

The information furnished in this Item 7.02, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act regardless of any general incorporation language in any such filings, except as shall be expressly set forth by specific reference in such a filing.

 

 

(d) Exhibits

 

 

 

 

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.