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): March 26, 2020

CHAMPIONS ONCOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware
 
001-11504
 
52-1401755
(State or Other Jurisdiction
 
(Commission File Number)
 
(IRS Employer
of Incorporation)
 
 
 
Identification No.)

1 University Plaza, Suite 307, Hackensack, New Jersey 07601
(Address of Principal Executive Offices)

Registrant’s telephone number, including area code: (201) 808-8400

N/A
(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:

 
Â
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 
Â
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 
Â
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 
Â
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o

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. o


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, $0.001 par value per share
CSBR
The NASDAQ Stock Market LLC

 
 
 
 
 









































Item 3.02     Unregistered Sales of Equity Securities

Warrants to purchase an aggregate of 858,695 shares of common stock, par value $0.001 per share (“Shares”), of Champions Oncology, Inc. (the “Company”) were exercised by an aggregate of seven warrant holders. On March 26, 2020, (i) an aggregate of 698,046 restricted Shares were issued in exchange for cash, at exercise prices of $5.76 and $4.80, resulting in cash proceeds to the Company of approximately $3.9 million, and (ii) an aggregate of 160,649 Shares were issued on a cashless basis pursuant to the terms of such warrants. The issuances of the Shares were exempt from registration under Section 4(a)(2) or Section 3(a)(9) of the Securities Act of 1933, as amended.










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 thereunto duly authorized.

 
 
CHAMPIONS ONCOLOGY, INC.
 
 
(Registrant)
 
 
 
Date: March 30, 2020
By:
/s/ David Miller
 
 
 
David Miller
 
 
 
Chief Financial Officer
 



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