Statistiche di base
| LEI | 254900EE2QKYD5SGI956 |
| CIK | 1601485 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Elicio Therapeutics, Inc.
SEC Filings (Chronological Order)
Questa pagina fornisce un elenco completo e cronologico dei depositi SEC, esclusi i documenti di proprietà che forniamo altrove.
| August 12, 2025 |
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): August 12, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiz |
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| August 12, 2025 |
a2025-08x12xeltxxupdated Elicio Therapeutics Announces Publication of ELI-002 Updated AMPLIFY-201 Phase 1 Follow-up Data in Nature Medicine for Minimal Residual Disease (“MRD”) Positive, Adjuvant-Stage Patients • At extended median follow-up of 19. |
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| August 7, 2025 |
a2025-08x07xxeltxxx2q25f Elicio Therapeutics Reports Second Quarter 2025 Financial Results and Provides Corporate Updates Recent positive recommendation by the Independent Data Monitoring Committee (“IDMC”) to continue ELI-002 7P randomized Phase 2 study in pancreatic cancer without modifications to final analysis Event-driven final analysis focused on disease-free survival (“DFS”) expected in Q4 2025 Secured $10 million financing in Q2 2025; Current cash position expected to support operations beyond anticipated AMPLIFY-7P Phase 2 final analysis BOSTON, August 7, 2025 — Elicio Therapeutics, Inc. |
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| August 7, 2025 |
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): August 7, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiza |
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| August 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeutics, I |
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| August 5, 2025 |
a2025-08x04xxeltxxxidmct Elicio Therapeutics Announces Positive Recommendation by IDMC to Continue ELI- 002 7P Randomized Phase 2 Study in Pancreatic Cancer Without Modifications to Final Analysis • The AMPLIFY-7P study of ELI-002 7P successfully passes event-driven interim analysis for eAicacy, futility, and safety by the IDMC • The Company views the IDMC’s positive recommendation as an indicatio |
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| August 5, 2025 |
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): August 5, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiza |
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| June 4, 2025 |
3, 2025, by and between the Company and GKCC, LLC Execution Version INTELLECTUAL PROPERTY SECURITY AGREEMENT This Intellectual Property Security Agreement (“Agreement”) is executed on June 3, 2025 by Elicio Therapeutics, Inc. |
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| June 4, 2025 |
, dated June 3, 2025, by and between the Company and GKCC, LLC Execution Version SECURITY AGREEMENT SECURITY AGREEMENT, dated June 3, 2025, by and between Elicio Therapeutics, Inc. |
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| June 4, 2025 |
Note Purchase Agreement, dated June 3, 2025, by and between the Company and GKCC, LLC Execution Version NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT (the “Agreement”) is made as of June 3, 2025, by and among Elicio Therapeutics, Inc. |
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| June 4, 2025 |
a104elicio-gkccsubsidiar Execution Version SUBSIDIARY GUARANTEE This SUBSIDIARY GUARANTEE, dated as of June 3, 2025 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holder (together with its permitted assigns, the “Holder”) of the Senior Secured Promissory Note in the principal amount of Ten Million Dollars ($10,000,000) (the “Note”) of Elicio Therapeutics, Inc. |
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| June 4, 2025 |
Final Form 1 THE OFFER AND SALE OF THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. |
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| June 4, 2025 |
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): June 3, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizati |
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| June 4, 2025 |
Elicio Therapeutics Secures $10 Million in Financing Funding expected to support operations into Q1 2026. |
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| June 4, 2025 |
Form of Senior Secured Promissory Note due June 3, 2028. a41elicio-gkccpromissory Execution Version THIS SECURITY HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL IN A FORM ACCEPTABLE TO THE COMPANY. |
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| May 20, 2025 |
Submission of Matters to a Vote of Security Holders 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): May 19, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizati |
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| May 13, 2025 |
Elicio Therapeutics Reports First Quarter 2025 Financial Results and Provides Corporate Updates Interim analysis focused on disease-free survival (“DFS”) in randomized Phase 2 AMPLIFY- 7P clinical trial expected in Q3 2025 Company has alignment with U. |
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| May 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeutics, |
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| May 13, 2025 |
Amended and Restated Non-Employee Director Compensation Policy. ELICIO THERAPEUTICS, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Non-employee members of the board of directors (the “Board”) of Elicio Therapeutics, Inc. (the “Company”) shall be eligible to receive the compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”), which was first adopted pursuant to the Board’s action on June 9, 2022, amended |
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| May 13, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): May 13, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizati |
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| April 9, 2025 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| March 31, 2025 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 31, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiza |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio T |
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| March 31, 2025 |
Power of Attorney (reference is made to the signature page hereto). SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. |
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| March 31, 2025 |
2021 Insider Trading Compliance Policy, as amended US-DOCS\114338280.5 ELICIO THERAPEUTICS, INC. INSIDER TRADING COMPLIANCE POLICY (Adopted January 5, 2021, Effective as of February 4, 2021) (Amended by the Board of Directors on December 7, 2023 and March 16, 2025) This Insider Trading Compliance Policy (this “Policy”) consists of six sections: • Section I provides an overview; • Section II sets forth Elicio Therapeutics, Inc.’s (the “Company”) po |
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| March 31, 2025 |
Elicio Therapeutics, Inc. Clawback Policy (effective October 31, 2023). elicioclawbackpolicynas ELICIO THERAPEUTICS, INC. CLAWBACK POLICY I. Introduction The Board of Directors (the “Board”) of Elicio Therapeutics, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. T |
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| March 31, 2025 |
As filed with the Securities and Exchange Commission on March 31, 2025 As filed with the Securities and Exchange Commission on March 31, 2025 Registration No. |
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| March 31, 2025 |
Calculation of Filing Fee Table. Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Elicio Therapeutics, Inc. |
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| March 31, 2025 |
Subsidiaries of the registrant. Exhibit 21.1 Name of Subsidiary Jurisdiction Elicio Operating Company, Inc. Delaware Elicio Australia Pty Ltd. Australia Elicio Securities Corp. Massachusetts |
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| March 24, 2025 |
451 D Street Suite 501 Boston, MA 02210 +1 857 209 0050 Elicio.com Page | 1 March 21, 2025 Preetam Shah BY EMAIL/DOCUSIGN Dear Preetam, I am pleased to offer you the position of Chief Strategy and Financial Officer for Elicio Therapeutics (“Elicio” or the “Company”), with your employment commencing March 24, 2025 (your “Start Date”). This document will also serve as an employment agreement, descri |
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| March 24, 2025 |
Elicio Therapeutics Appoints Preetam Shah, Ph.D., MBA, as Chief Strategy and Financial Officer BOSTON – Mar. 24, 2025 – Elicio Therapeutics, Inc. (Nasdaq: ELTX, “Elicio Therapeutics” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer, today announced the appointment of Preetam Shah, Ph.D., MBA, as Chief Strategy and Finan |
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| March 24, 2025 |
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 21, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiza |
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| March 5, 2025 |
Unregistered Sales of Equity Securities 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 5, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizat |
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| January 30, 2025 |
EX-4.1 Exhibit 4.1 ELICIO THERAPEUTICS, INC. FORM OF WARRANT TO PURCHASE COMMON STOCK Warrant No.: Number of Shares of Common Stock: Date of Issuance: January 30, 2025 (“Issuance Date”) Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, , the registered holder h |
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| January 30, 2025 |
Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-279925 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 11, 2024) ELICIO THERAPEUTICS, INC. 1,261,830 Shares of Common Stock Warrants to Purchase up to 1,261,830 Shares of Common Stock We are offering 1,261,830 shares of our common stock and common warrants to purchase up to an aggregate of 1,261,830 shares of our common stock |
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| January 30, 2025 |
EX-10.1 Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of January 29, 2025, between Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms an |
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| January 30, 2025 |
EX-99.1 Exhibit 99.1 Elicio Therapeutics Announces $10.0 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules BOSTON, January 30, 2025 — Elicio Therapeutics, Inc. (Nasdaq: ELTX, “Elicio Therapeutics” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer, today announced that it has entered into definiti |
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| January 30, 2025 |
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): January 29, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| January 23, 2025 |
Targeting the Lymph Nodes to AMPlify Immunotherapy Nasdaq: ELTX January 2025 Disclaimers No Representation or Warranty We do not make and hereby expressly disclaim any representation or warranty, express or implied, as to the reasonableness of the assumptions made in the Presentation or the accuracy or completeness or the information contained in or incorporated by reference into the Presentation. |
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| January 23, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): January 23, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| January 22, 2025 |
Elicio Therapeutics Reaches Alignment with FDA on ELI-002 Registrational Strategy Received supportive FDA feedback on key elements of the potential ELI-002 Phase 3 study design, including dose, schedule, patient population and primary endpoint analysis Phase 2 randomized study of ELI-002 fully enrolled, with formal interim analysis of disease-free survival (“DFS”) expected in H1 2025; positive results could support rapid advancement into Phase 3 development BOSTON – January 22, 2025 – Elicio Therapeutics, Inc. |
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| January 22, 2025 |
Financial Statements and Exhibits, Other Events 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): January 22, 2025 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| December 12, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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): December 12, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organ |
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| December 12, 2024 |
Targeting the Lymph Nodes to AMPlify Immunotherapy Nasdaq: ELTX December 2024 Disclaimers No Representation or Warranty We do not make and hereby expressly disclaim any representation or warranty, express or implied, as to the reasonableness of the assumptions made in the Presentation or the accuracy or completeness or the information contained in or incorporated by reference into the Presentation. |
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| December 12, 2024 |
Elicio Therapeutics Presents Updated Results from ELI-002 Phase 1 AMPLIFY-201 Study at ESMO Immuno-Oncology Congress 2024 Your publication date and time will appear here. |
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| December 3, 2024 |
Exhibit 99.1 Elicio Therapeutics Announces Completion of Phase 2 AMPLIFY-7P Study Enrollment Phase 2 randomized study of ELI-002 enrolled 135 patients; formal interim analysis of disease-free survival (“DFS”) expected in H1 2025 BOSTON – Dec. 3, 2024 – Elicio Therapeutics, Inc. (Nasdaq: ELTX, “Elicio Therapeutics” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel |
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| December 3, 2024 |
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): December 3, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| November 22, 2024 |
3,442,341 Shares of Common Stock TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-283199 PROSPECTUS 3,442,341 Shares of Common Stock The selling stockholder of Elicio Therapeutics, Inc. (“Elicio,” “we,” “us” or the “Company”) identified in this prospectus, including its pledgees, donees, transferees, assigns or other successors in interest (the “selling stockholder”), may, from time to time, offer and rese |
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| November 21, 2024 |
Submission of Matters to a Vote of Security Holders 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): November 21, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organ |
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| November 18, 2024 |
ELICIO THERAPEUTICS, INC. 451 D Street, 5th Floor Boston, MA 02210 November 18, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Tim Buchmiller Re: Elicio Therapeutics, Inc. Registration Statement on Form S-3 Filed November 13, 2024 File No. 333-283199 (the “Registration Statement”) Acceleration Request Ladi |
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| November 13, 2024 |
Security Agreement, dated August 12, 2024, by and between the Company and GKCC, LLC.* Execution Version 4165-0321-4930.3 SECURITY AGREEMENT SECURITY AGREEMENT, dated August 12, 2024, by and between Elicio Therapeutics, Inc., a Delaware corporation, with headquarters located at 451 D Street, 5th Floor, Boston, Massachusetts 02210 (the “Debtor”), and the investors set forth on Schedule A hereof (collectively, the “Secured Party”). Debtor hereby agrees in favor of Secured Party as fol |
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| November 13, 2024 |
IP Security Agreement, dated August 12, 2024, by and between the Company and GKCC, LLC.* Execution Version 4166-0387-8226.2 INTELLECTUAL PROPERTY SECURITY AGREEMENT This Intellectual Property Security Agreement (“Agreement”) is executed on August 12, 2024 by Elicio Therapeutics, Inc., a Delaware corporation (together with its successors and assigns, “Grantor”), in favor of GKCC, LLC (the “Secured Party”). RECITALS A. Grantor issued senior secured convertible promissory notes as amende |
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| November 13, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 13, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organ |
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| November 13, 2024 |
Execution Version 4158-1528-3538.1 SUBSIDIARY GUARANTEE This SUBSIDIARY GUARANTEE, dated as of August 12, 2024 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (together with their permitted assigns, the “Purchasers”) of the Senior Secured Convertible Promissor |
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| November 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeuti |
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| November 13, 2024 |
Elicio Therapeutics Reports Third Quarter 2024 Financial Results and Provides Corporate Updates AMPLIFY-7P Phase 2 randomized study anticipated to complete enrollment in Q4 2024; formal interim analysis of disease-free survival (“DFS”) expected in H1 2025 Poster presentation at the Society for Immunotherapy of Cancer (“SITC”) 2024 Annual Meeting highlighted AMPLIFY-7P Phase 1a translational data, |
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| November 13, 2024 |
As filed with the Securities and Exchange Commission on November 13, 2024 As filed with the Securities and Exchange Commission on November 13, 2024 Registration No. |
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| November 13, 2024 |
Form of Senior Secured Convertible Promissory Note due February 15, 2026. Execution Version NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL IN A FORM ACCEPTABLE TO THE COMPANY. |
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| November 13, 2024 |
4, by and between the Company and GKCC, LLC.* Execution Version SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of August 12, 2024, by and among Elicio Therapeutics, Inc. |
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| November 13, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Elicio Therapeutics, Inc. |
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| November 7, 2024 |
Elicio Therapeutics Presents Updated Translational Data from ELI-002 Phase 1 AMPLIFY-7P Study at the Society for Immunotherapy of Cancer (“SITC”) 2024 Annual Meeting Preliminary data demonstrate durable and dose-dependent T cell responses targeting KRAS mutations and induced responses to patient-specific neoantigens Correlation observed between disease-free survival (“DFS”) and T cell response ELI-002 Phase 1 safety and tolerability profile remains favorable ELI-002 Phase 2 interim event-driven DFS analysis expected in H1 2025 BOSTON, November 7, 2024 (GLOBE NEWSWIRE) — Elicio Therapeutics, Inc. |
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| November 7, 2024 |
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): November 7, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| November 7, 2024 |
Financial Statements and Exhibits, Other Events 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): November 7, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| October 17, 2024 |
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): October 15, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| September 27, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| September 17, 2024 |
TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| August 30, 2024 |
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): August 27, 2024 Elicio Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39990 11-3430072 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 28657F103 (CUSIP Number) GKCC, LLC 501 Silverside Road, Suite 87AVA Wilmington, DE 19809 (302) 992-8882 (Name, Address and Telephone Number |
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| August 13, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): August 13, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiz |
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| August 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeutics, I |
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| August 13, 2024 |
Elicio Therapeutics Reports Second Quarter 2024 Financial Results and Provides Corporate Updates • AMPLIFY-7P Phase 1 preliminary disease-free (“DFS”) survival demonstrates strong correlation between T cell response and reduced risk of progression or death • AMPLIFY-7P Phase 1 data presented at ASCO demonstrated 100% of patients develop mKRAS-specific T-cell response with ~66% of responses includi |
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| August 12, 2024 |
IP Security Agreement, dated August 12, 2024, by and between the Company and GKCC, LLC Exhibit 10.3 INTELLECTUAL PROPERTY SECURITY AGREEMENT This Intellectual Property Security Agreement (“Agreement”) is executed on August 12, 2024 by Elicio Therapeutics, Inc., a Delaware corporation (together with its successors and assigns, “Grantor”), in favor of GKCC, LLC (the “Secured Party”). RECITALS A. Grantor issued senior secured convertible promissory notes as amended, modified or otherwi |
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| August 12, 2024 |
Exhibit 10.1 SECURITIES PURCHASE AGREEMENT THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of August 12, 2024, by and among Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”). RECITALS A. The Company and each Pur |
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| August 12, 2024 |
Security Agreement, dated August 12, 2024, by and between the Company and GKCC, LLC Exhibit 10.2 SECURITY AGREEMENT SECURITY AGREEMENT, dated August 12, 2024, by and between Elicio Therapeutics, Inc., a Delaware corporation, with headquarters located at 451 D Street, 5th Floor, Boston, Massachusetts 02210 (the “Debtor”), and the investors set forth on Schedule A hereof (collectively, the “Secured Party”). Debtor hereby agrees in favor of Secured Party as follows: 1. In considerat |
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| August 12, 2024 |
Exhibit 10.4 SUBSIDIARY GUARANTEE This SUBSIDIARY GUARANTEE, dated as of August 12, 2024 (this “Guarantee”), is made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Guarantors”), in favor of the holders (together with their permitted assigns, the “Purchasers”) of the Senior Secured Convertible Promissory Notes in the princip |
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| August 12, 2024 |
Exhibit 4.1 NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGIST |
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| August 12, 2024 |
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): August 12, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation) (Commissi |
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| August 12, 2024 |
Elicio Therapeutics Announces Closing of Private Placement of $20.0 Million Convertible Note Exhibit 99.1 Elicio Therapeutics Announces Closing of Private Placement of $20.0 Million Convertible Note BOSTON, August 12, 2024 – Elicio Therapeutics, Inc. (Nasdaq: ELTX, “Elicio Therapeutics” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer, announced today that it entered into a securities purchase agreement dated A |
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| July 2, 2024 |
SC 13D/A 1 gkccsch13da.htm GKCC, LLC ELICIO THERAPEUTICS, INC SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 28657F103 (CUSIP Number) GKCC, LLC 501 Silverside Road, Suite 8 |
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| July 1, 2024 |
Exhibit 4.2 ELICIO THERAPEUTICS, INC. PRE-FUNDED WARRANT TO PURCHASE COMMON STOCK Number of Shares: (subject to adjustment) Warrant No. PF- Original Issue Date: , 2024 Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, (the “Holder”), is entitled, subject to the |
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| July 1, 2024 |
Exhibit 4.1 ELICIO THERAPEUTICS, INC. WARRANT TO PURCHASE COMMON STOCK Warrant No.: Number of Shares of Common Stock: Date of Issuance: [•], 2024 (“Issuance Date”) Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, [ ● ], the registered holder hereof or its perm |
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| July 1, 2024 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): June 28, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation) (Commission |
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| July 1, 2024 |
Exhibit 1.1 ELICIO THERAPEUTICS, INC. 500,000 SHARES OF COMMON STOCK (PAR VALUE $0.01) WARRANTS TO PURCHASE 2,300,000 SHARES OF COMMON STOCK PRE-FUNDED WARRANTS TO PURCHASE 1,800,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT June 28, 2024 June 28, 2024 JonesTrading Institutional Services LLC c/o JonesTrading Institutional Services LLC 325 Hudson Street, 6th Floor New York, New York 10013 Ladie |
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| July 1, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(5) Registration No. 333-279925 PROSPECTUS SUPPLEMENT (To Prospectus Dated June 11, 2024) ELICIO THERAPEUTICS, INC. 500,000 Shares of Common Stock Warrants to Purchase 2,300,000 Shares of Common Stock Pre-Funded Warrants to Purchase 1,800,000 Shares of Common Stock We are offering 500,000 shares of our common stock and common warrants to purchase up |
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| July 1, 2024 |
Elicio Therapeutics Announces Pricing of $11.5 Million Underwritten Public Offering Exhibit 99.1 Elicio Therapeutics Announces Pricing of $11.5 Million Underwritten Public Offering BOSTON, June 28, 2024 – Elicio Therapeutics, Inc. (Nasdaq: ELTX, “Elicio Therapeutics” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer, today announced the pricing of an approximately $11.5 million underwritten public offer |
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| June 27, 2024 |
Exhibit 99.1 Elicio Therapeutics Announces Preliminary Disease-Free Survival analysis from the Ongoing AMPLIFY-7P Phase 1a Study of ELI-002 7P ELI-002 7P administered as a monotherapy at the Phase 2 dose shows preliminary encouraging Disease-Free Survival data in pancreatic ductal adenocarcinoma BOSTON, June 27, 2024 – Elicio Therapeutics, Inc. (Nasdaq: ELTX, “Elicio Therapeutics” or “Elicio”), a |
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| June 27, 2024 |
SUBJECT TO COMPLETION, DATED JUNE 27, 2024 TABLE OF CONTENTS The information in this preliminary prospectus supplement is not complete and may be changed. |
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| June 27, 2024 |
Exhibit 99.2 Targeting the Lymph Nodes to AMPlify Immunotherapy Nasdaq: ELTX June 2024 Disclaimers 2 No Representation or Warranty We do not make and hereby expressly disclaim any representation or warranty, express or implied, as to the reasonableness of the assumptions made in th e P resentation or the accuracy or completeness or the information contained in or incorporated by reference into the |
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| June 27, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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): June 27, 2024 Elicio Therapeutics, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-39990 11-3430072 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 10, 2024 |
ELICIO THERAPEUTICS, INC. 451 D Street, 5th Floor Boston, MA 02210 ELICIO THERAPEUTICS, INC. 451 D Street, 5th Floor Boston, MA 02210 June 10, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson and Laura Crotty, Office of Life Sciences Re: Elicio Therapeutics, Inc. Amendment No. 1 to Registration Statement on Form S-3 Filed June 3, 2024 File No. 333-278373 ( |
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| June 7, 2024 |
ELICIO THERAPEUTICS, INC. 451 D Street, 5th Floor Boston, MA 02210 ELICIO THERAPEUTICS, INC. 451 D Street, 5th Floor Boston, MA 02210 June 7, 2024 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson, Office of Life Sciences Re: Elicio Therapeutics, Inc. Registration Statement on Form S-3 Filed June 3, 2024 File No. 333-279925 (the “Registration Statement”) Acceler |
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| June 3, 2024 |
As filed with the Securities and Exchange Commission on June 3, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 3, 2024 No. |
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| June 3, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Elicio Therapeutics, Inc. |
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| June 3, 2024 |
919 Third Avenue New York, NY 10022 212 935 3000 mintz.com June 3, 2024 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jessica Dickerson and Laura Crotty, Office of Life Sciences Re: Elicio Therapeutics, Inc. Registration Statement on Form S-3 Filed March 29, 2024 File No. 333-278373 Ladies and Gentlemen: We are sub |
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| June 3, 2024 |
ELICIO THERAPEUTICS, INC. [ ] Dated as of [ ] Senior Debt Securities CROSS-REFERENCE TABLE (1) Exhibit 4.3 ELICIO THERAPEUTICS, INC. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Senior Debt Securities CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a). 7.09 310(b). 7.08 7.10 310(c). Inapplicable 311(a). 7.13(a) 311(b). 7.13(b) 311(c). Inapplicable 312(a) 5.02(a) 312(b). 5.02(b) 312(c). 5.02(c) 313(a). 5.04(a) 313(b). 5.04(a) 313(c). |
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| June 3, 2024 |
As filed with the Securities and Exchange Commission on June 3, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 3, 2024 Registration No. |
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| June 3, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Elicio Therapeutics, Inc. |
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| June 3, 2024 |
ELICIO THERAPEUTICS, INC. [ ] Dated as of [ ] Subordinated Debt Securities CROSS-REFERENCE TABLE (1) Exhibit 4.4 ELICIO THERAPEUTICS, INC. Issuer AND [ ] Trustee INDENTURE Dated as of [ ] Subordinated Debt Securities CROSS-REFERENCE TABLE (1) Section of Trust Indenture Act of 1939, as Amended Section of Indenture 310(a). 7.09 310(b). 7.08 7.10 310(c). Inapplicable 311(a). 7.13(a) 311(b). 7.13(b) 311(c). Inapplicable 312(a). 5.02(a) 312(b). 5.02(b) 312(c). 5.02(c) 313(a). 5.04(a) 313(b). 5.04(a) 3 |
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| June 3, 2024 |
Exhibit 1.3 ELICIO THERAPEUTICS, INC. Common Stock (par value $0.01 per share) Capital on Demand™ Sales Agreement June 3, 2024 JonesTrading Institutional Services LLC 325 Hudson Street, 6th Floor New York, NY 10013 Ladies and Gentlemen: Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with JonesTrading Institutional Services LLC (the “Age |
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| May 24, 2024 |
a2024-05x23xxeltxxxph1am Elicio Therapeutics Announces Preliminary Data from the Ongoing AMPLIFY-7P Phase 1a Study of ELI-002 7P in Patients with mKRAS- driven Solid Tumors at the 2024 ASCO Annual Meeting • ELI-002 7P administered as a monotherapy was well tolerated and able to generate a ~100x mKRAS-specific expanded T cell response relative to baseline levels • ELI-002 7P generated an mKRAS-specific T cell response in 100% of patients including responses targeting all mKRAS mutations enrolled (G12D, V, R and G13D) • mKRAS-specific T cells were polyfunctional with 66. |
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| May 24, 2024 |
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): May 23, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizati |
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| May 15, 2024 |
4125-1938-3119.3 THE OFFER AND SALE OF THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATIO |
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| May 15, 2024 |
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): May 15, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizati |
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| May 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeutics, |
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| May 15, 2024 |
a2024-05x15xxeltxxx1q24f Elicio Therapeutics Reports First Quarter 2024 Financial Results and Provides Corporate Updates • ELI-002 2P Phase 1 preliminary data published in Nature Medicine • ELI-002 2P Phase 1 data characterizing the CD4 and CD8 profile of the KRAS immune response and ELI-002-generated antigen spreading presented at the AACR Annual Meeting • ELI-002 7P Phase 1 preliminary data to be presented at the ASCO Annual Meeting (“ASCO”) in June 2024 • ELI-002 7P randomized Phase 2 trial enrollment expected to complete in fourth quarter 2024 BOSTON, May 15, 2024 – Elicio Therapeutics, Inc. |
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| May 15, 2024 |
1. 4123-3483-3743.3 SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Agreement”) is dated as of March 18, 2024 (the “Effective Date”), among Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”). WHEREAS, the Company and the Purchasers are executing and deliverin |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 001-3999 |
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| April 10, 2024 |
EX-99.8 Exhibit 99.8 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended. Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person containe |
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| April 10, 2024 |
ELTX / Elicio Therapeutics, Inc. / Clal Biotechnology Industries Ltd. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 4)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 28657F103 (CUSIP Number) Alejandro Moreno Langhorne S. Perrow c/o Access Industries, Inc. 40 West 57th Street, 28th Floor New York, New York |
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| April 5, 2024 |
Elicio Therapeutics to Present Updated Clinical T Cell and Antigen Spreading Response Data from the Ongoing AMPLIFY-201 Phase 1 Study of ELI-002 and Preclinical Data on ELI-007 and ELI-008 at the AACR Annual Meeting • 68% of patients treated with ELI-002 developed cytotoxic mKRAS-specific CD4+ T cells • 84% of patients treated with ELI-002 developed cytotoxic mKRAS-specific CD8+ T cells • The majo |
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| April 5, 2024 |
Financial Statements and Exhibits, Other Events 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): April 5, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizat |
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| March 29, 2024 |
As filed with the Securities and Exchange Commission on March 29, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 29, 2024 No. |
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| March 29, 2024 |
Power of Attorney (included on signature page to Original 10-K) SIGNATURES Pursuant to the requirements of Section 13 or 15(d) 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. |
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| March 29, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 29, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiza |
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| March 29, 2024 |
Elicio Therapeutics Reports 2023 Financial Results and Provides Corporate Updates • ELI-002 2P clinical immunogenicity data were accepted for a poster presentation at the AACR Annual Meeting 2024 • ELI-007 and ELI-008 preclinical data were accepted for a poster presentation at the AACR Annual Meeting 2024 • Phase 2 randomized trial in PDAC is underway with enrollment expected to complete in the fourth quarter of 2024 • ELI-002 7P initial clinical trial data expected in the second quarter of 2024 • Private placement with gross proceeds of $6. |
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| March 29, 2024 |
Elicio Therapeutics, Inc. 2024 Inducement Incentive Award Plan. ELICIO THERAPEUTICS, INC. 2024 INDUCEMENT INCENTIVE AWARD PLAN ARTICLE I. PURPOSE The Plan’s purpose is advance the interests of the Company’s stockholders by enhancing the Company’s ability to attract new Employees who are expected to make important contributions to the Company and by providing these individuals with equity ownership opportunities that are intended to better align the interests o |
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| March 29, 2024 |
Form of Inducement Stock Option Grant Notice and Agreement. 515812334v.1 ELICIO THERAPEUTICS, INC. STOCK OPTION GRANT NOTICE Elicio Therapeutics, Inc., a Delaware corporation, (the “Company”), pursuant to the terms of this Stock Option Grant Notice (the “Grant Notice”) and the Stock Option Agreement attached hereto (the “Agreement”), hereby grants to the holder listed below (“Participant”), an option to purchase the number of shares of the Company’s Common |
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| March 29, 2024 |
Amended and Restated Non-Employee Director Compensation Policy. ELICIO THERAPEUTICS, INC. AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Non-employee members of the board of directors (the “Board”) of Elicio Therapeutics, Inc. (the “Company”) shall be eligible to receive the compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”), which was first adopted pursuant to the Board’s action on June 9, 2022, and fur |
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| March 29, 2024 |
Elicio Therapeutics, Inc. Clawback Policy (effective October 31, 2023). ELICIO THERAPEUTICS, INC. CLAWBACK POLICY I. Introduction The Board of Directors (the “Board”) of Elicio Therapeutics, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore a |
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| March 29, 2024 |
Subsidiaries of the registrant. Exhibit 21.1 Name of Subsidiary Jurisdiction Elicio Operating Company, Inc. Delaware Elicio Australia Pty Ltd. Australia Elicio Securities Corp. Massachusetts |
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| March 29, 2024 |
As filed with the Securities and Exchange Commission on March 29, 2024 As filed with the Securities and Exchange Commission on March 29, 2024 Registration No. |
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| March 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio T |
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| March 29, 2024 |
ELICIO THERAPEUTICS, INC. 2024 INDUCEMENT INCENTIVE AWARD PLAN STOCK OPTION GRANT NOTICE Elicio Therapeutics, Inc., a Delaware corporation, (the “Company”), pursuant to its 2024 Inducement Incentive Award Plan, as may be amended from time to time (the “Plan”), hereby grants to the holder listed below (“Participant”), an option to purchase the number of shares of the Company’s Common Stock (the “Sh |
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| March 29, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) Elicio Therapeutics, Inc. |
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| March 29, 2024 |
ELICIO THERAPEUTICS, INC. EXECUTIVE SEVERANCE PLAN PLAN DOCUMENT AND SUMMARY PLAN DESCRIPTION Effective as of February 1, 2024 1. Establishment of Plan. Elicio Therapeutics, Inc. (the “Company”), hereby establishes an unfunded severance benefits plan (this “Plan”) that is intended to be a welfare benefit plan within the meaning of Section 3(1) of ERISA. This Plan, adopted on February 1, 2024, is i |
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| March 29, 2024 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Elicio Therapeutics, Inc. |
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| March 20, 2024 |
ELTX / Elicio Therapeutics, Inc. / GKCC, LLC - GKCC, LLC SCHEDULE 13D/A Activist Investment SC 13D/A 1 gkccschedule13da.htm GKCC, LLC SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 28657F103 (CUSIP Number) GKCC, LLC 501 Silverside Road, Suite 87AVA Wilmington, DE |
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| March 20, 2024 |
EX-99.7 2 d813591dex997.htm EX-99.7 Exhibit 99.7 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended. Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information con |
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| March 20, 2024 |
ELTX / Elicio Therapeutics, Inc. / Clal Biotechnology Industries Ltd. - SC 13D/A Activist Investment SC 13D/A 1 d813591dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 3)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 28657F103 (CUSIP Number) Alejandro Moreno Langhorne S. Perrow c/o Access Industries, Inc. 40 West 57th Street, |
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| March 18, 2024 |
4125-1938-3119.3 THE OFFER AND SALE OF THESE SECURITIES AND THE SECURITIES ISSUABLE UPON EXERCISE OF THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED, ASSIGNED OR OTHERWISE DISPOSED OF (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATIO |
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| March 18, 2024 |
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 18, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiza |
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| March 18, 2024 |
Elicio Therapeu.cs Announces $6.0 Million Private Placement Financing BOSTON, March 18, 2024 – Elicio Therapeu:cs, Inc. (Nasdaq: ELTX, “Elicio Therapeu:cs” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer, announced today that it has entered into a subscrip:on agreement to sell pre-funded warrants to purchase up to 1,03 |
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| March 18, 2024 |
1. 4123-3483-3743.3 SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Agreement”) is dated as of March 18, 2024 (the “Effective Date”), among Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”). WHEREAS, the Company and the Purchasers are executing and deliverin |
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| February 2, 2024 |
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): February 01, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organ |
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| February 2, 2024 |
elicio-executiveseveranc ELICIO THERAPEUTICS, INC. EXECUTIVE SEVERANCE PLAN PLAN DOCUMENT AND SUMMARY PLAN DESCRIPTION Effective as of February 1, 2024 1. Establishment of Plan. Elicio Therapeutics, Inc. (the “Company”), hereby establishes an unfunded severance benefits plan (this “Plan”) that is intended to be a welfare benefit plan within the meaning of Section 3(1) of ERISA. This Plan, adopted |
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| January 17, 2024 |
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): January 17, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| January 17, 2024 |
eliciotherapeuticsascog Elicio Therapeutics to Present ELI-002 7P (AMPLIFY-7P) Trial in Progress Poster on Phase 1/2 Study of Lymph Node-Targeted Vaccine at ASCO GI Symposium • AMPLIFY-7P study builds on preliminary positive findings from the 2-peptide formulation of ELI-002 published in Nature Medicine demonstrating tumor biomarker reduction, with strong T cell responses that correlated with reduced risk of relapse and death • ELI-002 7P is a 7-peptide formulation of the therapeutic cancer vaccine designed to stimulate an immune response against the seven KRAS mutations that drive 25% of all solid tumors, potentially defeating resistance mechanisms BOSTON, January 17, 2024 – Elicio Therapeutics, Inc. |
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| January 16, 2024 |
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): January 16, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| January 9, 2024 |
Exhibit 99.2 Targeting the Lymph Nodes to AMPlify Immunotherapy January 2024 Disclaimers Forward-Looking Statements This presentation contains forward-looking statements as that term is defined in Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, known as the PSLRA. Statem |
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| January 9, 2024 |
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): January 9, 2024 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiz |
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| January 9, 2024 |
Exhibit 99.1 Nature Medicine Publishes Updated Preliminary Phase 1 Data From Elicio Therapeutic’s AMPLIFY-201 Phase 1 Solid Tumor Study of ELI-002 ● Data showed ELI-002 administered as a monotherapy induced robust, polyfunctional and durable KRAS specific CD4+ and CD8+ T cell responses ● Tumor biomarker reduction was observed in 84% of patients correlating with a median relapse-free survival of 16 |
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| December 27, 2023 |
EX-99.6 2 d287502dex996.htm EX-99.6 Exhibit 99.6 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended. Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information con |
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| December 27, 2023 |
ELTX / Elicio Therapeutics, Inc. / Clal Biotechnology Industries Ltd. - SC 13D/A Activist Investment SC 13D/A 1 d287502dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 2)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 28657F103 (CUSIP Number) Alejandro Moreno Langhorne S. Perrow c/o Access Industries, Inc. 40 West 57th Street, |
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| December 26, 2023 |
ELTX / Elicio Therapeutics, Inc. / GKCC, LLC - GKCC SCHEDULE 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 28657F103 (CUSIP Number) GKCC, LLC 501 Silverside Road, Suite 87AVA Wilmington, DE 19809 (302) 992-8882 (Name, Address and Telephone Number |
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| December 22, 2023 |
Subscription Agreement, dated as of December 22, 2023, by and between the Company and GKCC, LLC. 1. SUBSCRIPTION AGREEMENT This Subscription Agreement (this “Agreement”) is dated as of December 22, 2023 (the “Effective Date”), among Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each a “Purchaser” and collectively the “Purchasers”). WHEREAS, the Company and the Purchasers are executing and delivering this Agreeme |
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| December 22, 2023 |
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): December 22, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organ |
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| December 22, 2023 |
Elicio Therapeu�cs Announces $7.0 Million Private Placement Financing BOSTON, December 22, 2023 – Elicio Therapeu�cs, Inc. (Nasdaq: ELTX, “Elicio Therapeu�cs” or “Elicio”), a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer, announced today that it has entered into a subscrip�on agreement to sell 1,213,000 shares of its common stock at |
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| November 13, 2023 |
Employee Director Compensation Program Revised June 2023 ELICIO THERAPEUTICS, INC. NON-EMPLOYEE DIRECTOR COMPENSATION PROGRAM Non-employee members of the board of directors (the “Board”) of Elicio Therapeutics, Inc. (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Program (this “Program”), which is being adopted pursuant to the Board’s resolutions on June |
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| November 13, 2023 |
DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB- |
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| November 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeuti |
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| November 9, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): November 9, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| November 9, 2023 |
Elicio Therapeutics Reports Third Quarter 2023 Financial Results and Provides Corporate Updates • ELI-002 2P promising median relapse-free survival of 16. |
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| November 3, 2023 |
Financial Statements and Exhibits, Other Events 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): November 3, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| November 3, 2023 |
Elicio Therapeutics Presents Updated Preliminary Immunogenicity Data from the Ongoing Phase 1 Study of ELI-002 and New Preclinical Data on ELI-007 and ELI-008 at the Society for Immunotherapy of Cancer (SITC 2023) Annual Meeting a. |
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| October 20, 2023 |
DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB-824FD71C07B7 DocuSign Envelope ID: F8DF99CD-2063-4E6C-87EB- |
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| October 20, 2023 |
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): October 19, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organi |
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| October 12, 2023 |
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): October 5, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiz |
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| September 28, 2023 |
Targeting the Lymph Nodes to AMP-lify Immunotherapy September 2023 1 Disclaimers 2 Forward-Looking Statements This presentation contains forward-looking statements as that term is defined in Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, known as the PSLRA. |
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| September 28, 2023 |
Elicio Therapeutics Presents Updated Preliminary Data Including Promising Relapse-Free Survival Data from the Phase 1 Study of ELI-002 at AACR Special Conference: Pancreatic Cancer •ELI-002 2P is an investigational therapeutic cancer vaccine targeting solid tumors driven by G12D and G12R mutations in KRAS •As of the April 25, 2023 data cut-off date, among the 22 evaluable patients, preliminary data from the trial suggest that those with greater than median T cell response had not reached median Relapse-Free Survival compared to median RFS of 3. |
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| September 28, 2023 |
Financial Statements and Exhibits, Other Events 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): September 27, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or orga |
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| September 7, 2023 |
Elicio Therapeutics Receives $2.6 Million Grant from the Gastro-Intestinal (GI) Research Foundation to Fund Research for Two Therapeutic Cancer Vaccines •Funds will advance research into ELI-007, a mutant BRAF-peptide vaccine, and ELI-008, a p53 hotspot mutation-peptide vaccine, with the aim of developing multivalent cancer vaccines targeting several mutations •This $2.6 million grant is an additi |
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| September 7, 2023 |
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): September 7, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organ |
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| August 30, 2023 |
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): August 28, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiz |
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| August 30, 2023 |
ELTX / Elicio Therapeutics Inc. / Clal Biotechnology Industries Ltd. - SC 13D/A Activist Investment SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 28657F103 (CUSIP Number) Alejandro Moreno Langhorne S. Perrow c/o Access Industries, Inc. 40 West 57th Street, 28th Floor New York, New York |
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| August 30, 2023 |
EX-99.5 2 d549302dex995.htm EX-99.5 Exhibit 99.5 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended. Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information con |
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| August 21, 2023 |
As filed with the Securities and Exchange Commission on August 21, 2023 As filed with the Securities and Exchange Commission on August 21, 2023 Registration No. |
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| August 21, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Elicio Therapeutics, Inc. |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 Elicio Therapeutics, I |
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| August 14, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 May 31, 2023 Date of Report (Date of earliest event reported) Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation) (Commission |
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| August 14, 2023 |
ELICIO THERAPEUTICS, INC. FINANCIAL STATEMENTS Index to Consolidated Financial Statements Exhibit 99.1 ELICIO THERAPEUTICS, INC. FINANCIAL STATEMENTS Index to Consolidated Financial Statements Page Financial Statements for the Years Ended December 31, 2022 and 2021 Report of Independent Registered Public Accounting Firm, Baker Tilly US, LLP, Tewskbary, MA PCAOB ID: 23 F-2 Consolidated Balance Sheets F-3 Consolidated Statements of Operations F-4 Consolidated Statements of Convertible Pr |
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| August 14, 2023 |
Elicio Therapeutics, Inc. and Subsidiary Consolidated Balance Sheet Exhibit 99.2 Elicio Therapeutics, Inc. and Subsidiary Consolidated Balance Sheet (Unaudited) ASSETS March 31, 2023 December 31, 2022 Current assets: Cash and cash equivalents $ 8,571,593 $ 6,155,668 Restricted cash, current 1,109,026 1,640,966 Prepaid expenses and other current assets 4,137,538 2,920,357 Total current assets 13,818,157 10,716,991 Property and equipment, net 1,053,595 1,146,764 Rig |
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| August 14, 2023 |
UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS On January 17, 2023, Elicio entered into the Merger Agreement with Angion BioMedica Corporation (“Angion”). Upon the terms and subject to the satisfaction of the conditions described in the Merger Agreement, Angion, Arkham Merger Sub, Inc., a wholly owned subsidiary of Angion (“Merger Sub”), and Elicio Operating Company, Inc. |
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| August 11, 2023 |
Elicio Therapeutics Reports Second Quarter 2023 Financial Results and Provides Corporate Updates Elicio Therapeutics Reports Second Quarter 2023 Financial Results and Provides Corporate Updates •ELI-002 2P positive interim data from AMPLIFY-201 Phase 1 study presented at ASCO •AMPLIFY-7P first patient dosed with ELI-002 7P •Completed reverse merger becoming a publicly traded company on Nasdaq •Anticipate releasing additional AMPLIFY-201 clinical data in second half 2023 BOSTON, August 11, 2023 - Elicio Therapeutics, Inc. |
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| August 11, 2023 |
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): August 11, 2023 Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organiz |
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| July 7, 2023 |
ELTX / Elicio Therapeutics Inc. / Vifor (International) Ltd - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 28657F103 (CUSIP Number) July 6, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| June 14, 2023 |
ELTX / Elicio Therapeutics Inc. / GKCC, LLC - GKCC LLC SCHEDULE 13D Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Elicio Therapeutics, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 28657F103 (CUSIP Number) GKCC, LLC 501 Silverside Road, Suite 87AVA Wilmington, DE 19809 (302) 992-8882 (Name, Address and Telephone Number of Person Authorize |
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| June 14, 2023 |
ELTX / Elicio Therapeutics Inc. / Angion Biomedica Corp. - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1 ) Elicio Therapeutics, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 28657F103 (CUSIP Number) Jay R. Venkatesan 451 D Street 5th Floor, Suite 501 Boston, MA 02210 857-209-0050 (Name, Address and Telephone Number of Person Authorized to |
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| June 12, 2023 |
EX-99.3 Exhibit 99.3 Joint Filing Agreement The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or |
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| June 12, 2023 |
ELTX / Elicio Therapeutics Inc. / Clal Biotechnology Industries Ltd. - SC 13D Activist Investment SC 13D June 9, 2023 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 12, 2023 |
EX-99.4 Exhibit 99.4 LIMITED POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints Lincoln Benet and Alejandro Moreno, and each of them individually, the undersigned’s true and lawful attorney-in-fact to: • execute for and on behalf of the undersigned, in the undersigned’s capacity as a beneficial owner of Elicio Therapeutics, Inc. (the “Company”), (i) |
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| June 5, 2023 |
Financial Statements and Exhibits, Other Events 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 June 3, 2023 Date of Report (Date of earliest event reported) Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation) (Commission F |
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| June 5, 2023 |
Exhibit 99.1 Elicio Therapeutics Announces Positive Interim Data from the Phase 1 Study of an Investigational Therapeutic Cancer Immunotherapy, ELI-002, in Patients with High Relapse Risk Pancreatic and Colorectal Cancer at the ASCO Annual Meeting • ELI-002 was shown to be well-tolerated with no dose limiting toxicity or cytokine release syndrome • A high proportion of patients had tumor biomarker |
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| June 2, 2023 |
Exhibit 16.1 June 2, 2023 U.S. Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Angion Biomedica Corp. included under Item 4.01(a) of its Current Report on Form 8-K dated June 2, 2023, to be filed with the Securities and Exchange Commission on June 2, 2023. We agree with the statements concerning our Firm contained |
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| June 2, 2023 |
Exhibit 3.4 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANGION BIOMEDICA CORP. Angion Biomedica Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: FIRST: That the name of the Corporation is Angion Biomedica Corp. The date of the filing of its original Certificate of Incorp |
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| June 2, 2023 |
Exhibit 99.4 Risks Related to Elicio Exhibit 99.4 Risks Related to Elicio Investing in Elicio Therapeutics, Inc., or Elicio or the Company, securities involves a high degree of risk. You should carefully consider the risk factors set forth below and under “Risk Factors” in the Company's Annual Report on Form 10-K for the year ended December 31, 2022 as updated by our subsequent filings under the Securities Exchange Act of 1934, as am |
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| June 2, 2023 |
Angion Biomedia Corp. Announces 1-for-10 Reverse Stock Split Exhibit 99.1 Angion Biomedia Corp. Announces 1-for-10 Reverse Stock Split NEWTON, Massachusetts, June 1, 2023 –– Angion Biomedia Corp. (NASDAQ: ANGN), a biopharmaceutical company that has focused on the discovery, development, and commercialization of novel small molecule therapeutics to address fibrotic diseases, today announced that it will effect a reverse stock split of its outstanding shares |
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| June 2, 2023 |
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 May 31, 2023 Date of Report (Date of earliest event reported) Elicio Therapeutics, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation) (Commission F |
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| June 2, 2023 |
Offer Letter between Elicio Therapeutics, Inc. and Brian Piekos, dated May 9, 2023. Exhibit 10.2 451 D Street Suite 501 Boston, MA 02210 +1 857 209 0050 Elicio.com May 9th, 2023 Brian Piekos 304B Still River Road Harvard, MA 01451 Dear Brian, I am pleased to offer you the position of Chief Financial Officer for Elicio Therapeutics (“Elicio” or the “Company”), with your employment commencing May 17th, 2023 (your “Start Date”). This document will also serve as an employment agreeme |
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| June 2, 2023 |
Elicio Therapeutics Announces Completion of Merger with Angion Biomedica Exhibit 99.2 Elicio Therapeutics Announces Completion of Merger with Angion Biomedica • Shares of Elicio to commence trading on Nasdaq under the ticker symbol “ELTX” on June 2, 2023 • First in human Phase 1 data on lead candidate ELI-002 to be presented at 2023 American Society of Clinical Oncology (ASCO) BOSTON, June 1, 2023 - Elicio Therapeutics (Nasdaq: ELTX), a clinical-stage biotechnology com |
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| June 2, 2023 |
ELICIO MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Exhibit 99.5 ELICIO MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS You should read the following discussion and analysis of Elicio’s financial condition and results of operations together with the section titled Elicio’s audited consolidated financial statements and related notes for the period ended December 31, 2022 appearing in Elicio’s prospectus filed wi |
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| June 2, 2023 |
Exhibit 3.3 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANGION BIOMEDICA CORP. Angion Biomedica Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: FIRST: That the name of the Corporation is Angion Biomedica Corp. The date of the filing of its original Certificate of Incorp |
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| June 2, 2023 |
Exhibit 10.13 May 30, 2023 Clal Biotechnology Industries Ltd. 132 Menachem Begin Road Azrieli Center, Triangular Tower, 45th Floor Tel Aviv, Israel Attention: Assaf Segal, Chief Executive Officer; Liat Nissan, VP Finance E-mail: Ladies and Gentlemen: Re: Information Rights 1. This letter confirms our agreement and undertaking which is subject to and effective as of (and only upon) the closing of t |
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| June 2, 2023 |
Exhibit 3.2 CERTIFICATE OF MERGER MERGING ARKHAM MERGER SUB, INC., A DELAWARE CORPORATION, WITH AND INTO ELICIO THERAPEUTICS, INC., A DELAWARE CORPORATION Pursuant to Title 8, Section 251 of the General Corporation Law of the State of Delaware (the “DGCL”) Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), does hereby certify as follows: FIRST: Each of the constituent corporations |
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| June 2, 2023 |
Exhibit 10.8 Indemnification Agreement This Indemnification Agreement (this “Agreement”) is made and entered into this [] day of May, 2023, by and between Elicio Therapeutics, Inc., a Delaware corporation (the “Company”), and [Director/Officer] (“Indemnitee”). Recitals Whereas, qualified persons are reluctant to serve corporations as directors, officers or otherwise unless they are provided with b |
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| June 2, 2023 |
Exhibit 3.5 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANGION BIOMEDICA CORP. Angion Biomedica Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware (the “DGCL”), does hereby certify as follows: First: That the name of the Corporation is Angion Biomedica Corp. The date of the filing of its original Certific |
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| June 2, 2023 |
DESCRIPTION OF ELICIO’S BUSINESS Exhibit 99.3 DESCRIPTION OF ELICIO’S BUSINESS BUSINESS Overview Elicio is a clinical-stage biotechnology company pioneering the development of therapeutic cancer vaccines for patients with limited treatment options and poor outcomes. Through its AMP platform technology, Elicio’s goal is to re-engineer the body’s immune response to defeat diseases using potent lymph node targeted vaccines and immun |
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| May 30, 2023 |
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): May 30, 2023 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organization) |
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| May 30, 2023 |
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): May 30, 2023 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organization) |
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| May 24, 2023 |
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): May 23, 2023 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organization) |
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| May 24, 2023 |
false0001601485NASDAQ00016014852023-05-232023-05-23 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39990 ANGION BIOMEDICA CORP |
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| May 1, 2023 |
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): May 1, 2023 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organization) |
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| May 1, 2023 |
Exhibit 99.1 Elicio Therapeutics to Present Interim Data from the Ongoing Phase 1 Study of Investigational Therapeutic Cancer Vaccine, ELI-002, in Patients with High Relapse Risk Pancreatic and Colorectal Cancer at ASCO BOSTON, May 1, 2023 – Elicio Therapeutics, a clinical-stage biotechnology company developing a pipeline of novel immunotherapies for the treatment of cancer and other diseases, tod |
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| May 1, 2023 |
Elicio Corporate Twitter Post, May 1, 2023, 5:44 AM Exhibit 99.2 Elicio Corporate Twitter Post, May 1, 2023, 5:44 AM We will present interim data at the @ASCO Meeting from the ongoing Phase 1 study of our lymph node-targeted investigational therapeutic vaccine in patients with mutant KRAS #PancreaticCancer and #ColorectalCancer. See presentation details here: https://bit.ly/3nfA3kN #ASCO23. |
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| April 28, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No. 1) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file numbe |
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| April 28, 2023 |
PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-269741 PROPOSED MERGER YOUR VOTE IS VERY IMPORTANT To the Stockholders of Angion Biomedica Corp. and Elicio Therapeutics, Inc.: Angion Biomedica Corp. (Angion) and Elicio Therapeutics, Inc. (Elicio) have entered into an Agreement and Plan of Merger and Reorganization, dated January 17, 2023, as may be amended from ti |
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| April 27, 2023 |
Exhibit 99.1 Elicio Therapeutics Announces First Patient Dosed in Phase 1/2 Study of Lymph Node-Targeted Investigational Therapeutic Vaccine ELI-002 7P (AMPLIFY-7P) in KRAS/NRAS Mutated Solid Tumors a.The 7-peptide formulation of ELI-002 is designed to stimulate an immune response against seven KRAS mutations that drive 25% of all solid tumors, potentially defeating resistance mechanisms b.Study i |
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| April 27, 2023 |
Elicio Corporate Twitter Post, April 27, 2023, 5:17 AM Exhibit 99.2 Elicio Corporate Twitter Post, April 27, 2023, 5:17 AM We're pleased to announce that the first patient has been dosed with the 7P formulation of our investigational therapeutic #cancervaccine, which targets seven of the most common #KRAS/NRAS mutations. Learn more about our technology and the trial here: https://bit.ly/3n7k6Nk |
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| April 27, 2023 |
Consent of Oppenheimer & Co. Inc. Exhibit 99.1 Consent of Oppenheimer & Co. Inc. Oppenheimer & Co. Inc. (“Oppenheimer”) hereby consents to the inclusion of our opinion letter, dated January 13, 2023, to the Board of Directors (in its capacity as such) of Angion Biomedica Corp. (“Angion”) included as Annex B, and to the references thereto under the captions “Summary – Opinion of Angion’s Financial Advisor,” “The Merger – Background |
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| April 27, 2023 |
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): April 27, 2023 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organizatio |
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| April 27, 2023 |
As filed with the Securities and Exchange Commission on April 26, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 26, 2023 Registration No. |
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| April 26, 2023 |
Angion Biomedica Corp. 7-57 Wells Ave. Newton, Massachusetts 02459 Angion Biomedica Corp. 7-57 Wells Ave. Newton, Massachusetts 02459 April 26, 2023 Via Edgar United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: Jimmy McNamara Tim Buchmiler Christine Torney Lynn Dicker Re: Angion Biomedica Corp. Registration Statement on Form S-4 (File No. 333-269741) Dear Mr. McNamara: This letter is sen |
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| April 21, 2023 |
As filed with the Securities and Exchange Commission on April 21, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 21, 2023 Registration No. |
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| April 21, 2023 |
Consent of Oppenheimer & Co. Inc. Exhibit 99.1 Consent of Oppenheimer & Co. Inc. Oppenheimer & Co. Inc. (“Oppenheimer”) hereby consents to the inclusion of our opinion letter, dated January 13, 2023, to the Board of Directors (in its capacity as such) of Angion Biomedica Corp. (“Angion”) included as Annex B, and to the references thereto under the captions “Summary – Opinion of Angion’s Financial Advisor,” “The Merger – Background |
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| April 21, 2023 |
Exhibit 99.4 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto and any prospe |
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| April 21, 2023 |
Anitha Anne T: +1 415 693 2250 [email protected] April 21, 2023 U.S. Securities and Exchange Commission Division of Corporation finance Office of Life Sciences 100 F Street N.E. Washington, D.C. 20549 Attention: Jimmy McNamara Tim Buchmiler Christine Torney Lynn Dicker Re: Angion Biomedica Corp. Amendment No. 2 to Registration Statement on Form S-4 Filed April 13, 2023 File No. 333-269741 Ladies an |
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| April 13, 2023 |
As filed with the Securities and Exchange Commission on April 13, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 13, 2023 Registration No. |
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| April 13, 2023 |
Brett D. White T: +1 650 843 5191 [email protected] April 13, 2023 U.S. Securities and Exchange Commission Division of Corporation finance Office of Life Sciences 100 F Street N.E. Washington, D.C. 20549 Attention: Jimmy McNamara Tim Buchmiler Christine Torney Lynn Dicker Re: Angion Biomedica Corp. Amendment No. 1 to Registration Statement on Form S-4 Filed March 29, 2023 File No. 333-269741 Ladi |
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| April 13, 2023 |
Consent of Oppenheimer & Co. Inc. Exhibit 99.1 Consent of Oppenheimer & Co. Inc. Oppenheimer & Co. Inc. (“Oppenheimer”) hereby consents to the inclusion of our opinion letter, dated January 13, 2023, to the Board of Directors (in its capacity as such) of Angion Biomedica Corp. (“Angion”) included as Annex B, and to the references thereto under the captions “Summary – Opinion of Angion’s Financial Advisor,” “The Merger – Background |
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| April 13, 2023 |
Exhibit 99.10 |
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| March 29, 2023 |
Exhibit 99.3 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto and any prospe |
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| March 29, 2023 |
Exhibit 99.4 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto and any prospe |
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| March 29, 2023 |
Brett D. White T: (650) 843-5191 [email protected] March 29, 2023 U.S. Securities and Exchange Commission Division of Corporation Finance Office of Life Sciences 100 F Street, N.E. Washington, D.C. 20549 Attention: Jimmy McNamara Tim Buchmiller Christine Torney Lynn Dicker Re: Angion Biomedica Corp. Registration Statement on Form S-4 Filed February 13, 2023 File No. 333-269741 Ladies and Gentleme |
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| March 29, 2023 |
Exhibit 10.31 January 12, 2021 Annette Matthies 500 N. Brevard Avenue #320334 Cocoa Beach, FL 32931 Dear Annette, We are pleased to extend you this offer of employment to become Chief Business Officer (CBO) with Elicio Therapeutics, Inc. (“Elicio” or the “Company”). This offer may be accepted by countersigning where indicated at the end of this letter agreement. We are excited about the contributi |
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| March 29, 2023 |
EX-10.33 12 ny20006674x9ex10-33.htm EXHIBIT 10.33 Exhibit 10.33 CONSULTING AGREEMENT This Consulting Agreement (the “Agreement”) is made effective as of March 13, 2013 (the “Effective Date”), by and between Vedantra Pharmaceuticals Inc., a Delaware corporation, with its principal place of business being One Kendall Square, Building 1400 West, Suite 14303 Cambridge, MA. 02139 (the “Company”) and Da |
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| March 29, 2023 |
EX-99.6 21 ny20006674x9ex99-6.htm EXHIBIT 99.6 Exhibit 99.6 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective a |
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| March 29, 2023 |
EX-10.26 5 ny20006674x9ex10-26.htm EXHIBIT 10.26 Exhibit 10.26 CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION IS BOTH (1) NOT MATERIAL AND (2) THE TYPE THAT THE REGISTRANT CUSTOMARILY TREATS AS PRIVATE OR CONFIDENTIAL. SUPPLY AND NON-EXCLUSIVE LICENSE AGREEMENT This Supply and Non-Exclusive License Agreement (“Agreement”), |
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| March 29, 2023 |
Elicio Therapeutics, Inc. 2022 Equity Incentive Plan, as amended. EX-10.28 7 ny20006674x9ex10-28.htm EXHIBIT 10.28 Exhibit 10.28 EliCIO THERAPEUTICS, INC. 2022 EQUITY INCENTIVE PLAN TABLE OF CONTENTS 1. Purpose 1 2. Definitions 1 3. Term of the Plan 6 4. Stock Subject to the Plan 6 5. Administration 7 6. Authorization of Grants 8 7. Specific Terms of Awards 9 8. Adjustment and Related Provisions 13 9. Prohibition on Transfers 15 10. Repurchase Rights Upon Termin |
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| March 29, 2023 |
Exhibit 10.30 September 29th, 2019 Dr. Chris Haqq 207 Portola Ct, Los Altos, CA 94022 Dear Dr. Haqq, We are pleased to extend you this offer of employment to become Executive Vice President, Head of Research and Development and Chief Medical Officer (EVP R&D and CMO) with Elicio Therapeutics, Inc. (the “Company”). This offer may be accepted by countersigning where indicated at the end of this lett |
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| March 29, 2023 |
Exhibit 10.25 CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE THAT THE COMPANY TREATS AS PRIVATE OR CONFIDENTIAL. [***] INDICATES THAT INFORMATION HAS BEEN REDACTED. Last Modified: 1/19/2015 TLO: CLI MASSACHUSETTS INSTITUTE OF TECHNOLOGY AND VEDANTRA PHARMACEUTICALS, INC. EXCLUSIVE PATENT LICENSE AGREEMENT TABLE OF CONTENTS |
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| March 29, 2023 |
Lease Between Elicio Therapeutics, Inc. and RREF II 451D, LLC dated July 21, 2021. Exhibit 10.34 EXHIBIT 1, SHEET 1 451 D Street Boston, Massachusetts (the “Building”) Execution Date: July 20, 2021 Tenant: Elicio Therapeutics, Inc., a Delaware corporation Mailing Address: Prior to Term Commencement Date: One Kendall Square Building 1400W, Suite 14303 Cambridge, MA 02139 Attn: Michael DiVecchia, LPN After the Term Commencement Date: 451 D Street Boston, MA 02210 Attn: Michael DiV |
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| March 29, 2023 |
Exhibit 99.7 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto and any prospe |
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| March 29, 2023 |
Exhibit 99.5 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective amendments or supplements thereto and any prospe |
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| March 29, 2023 |
Consent of Oppenheimer & Co. Inc. EX-99.1 16 ny20006674x9ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 Consent of Oppenheimer & Co. Inc. Oppenheimer & Co. Inc. (“Oppenheimer”) hereby consents to the inclusion of our opinion letter, dated January 13, 2023, to the Board of Directors (in its capacity as such) of Angion Biomedica Corp. (“Angion”) included as Annex B, and to the references thereto under the captions “Summary – Opinion of Angion |
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| March 29, 2023 |
Exhibit 10.29 EXECUTION VERSION EMPLOYMENT AGREEMENT This Employment Agreement (the “Agreement”) is made and entered into as of November 15, 2018, by and between Robert Connelly (the “Executive”) and Vedantra Pharmaceuticals, Inc., a Delaware corporation (the “Company”). WHEREAS, the Company desires to continue to employ the Executive on the terms and conditions set forth herein; and WHEREAS, the |
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| March 29, 2023 |
Elicio Therapeutics, Inc. 2012 Equity Incentive Plan, as amended. EX-10.27 6 ny20006674x9ex10-27.htm EXHIBIT 10.27 Exhibit 10.27 VEDANTRA PHARMACEUTICALS, INC. 2012 EQUITY INCENTIVE PLAN TABLE OF CONTENTS 1. Purpose 1 2. Definitions 1 3. Term of the Plan 6 4. Stock Subject to the Plan 6 5. Administration 7 6. Authorization of Grants 8 7. Specific Terms of Awards 9 8. Adjustment and Related Provisions 12 9. Prohibition on Transfers 14 10. Repurchase Rights Upon T |
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| March 29, 2023 |
EX-99.2 17 ny20006674x9ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 DIRECTOR CONSENT I hereby consent to serve as a director of Angion Biomedica Corp. (the “Company”), if elected as such, and to be named as a nominee or potential nominee for director of the Company in any registration statement filed by the Company under the Securities Act of 1933, as amended, including all amendments and post-effective a |
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| March 29, 2023 |
CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 99.9 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANGION BIOMEDICA CORP. Angion Biomedica Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: FIRST: That the name of the Corporation is Angion Biomedica Corp. The date of the filing of its original Certificate of Incor |
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| March 29, 2023 |
As filed with the Securities and Exchange Commission on March 29, 2023 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 29, 2023 Registration No. |
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| March 29, 2023 |
Exhibit 10.32 One Kendall Square 1400W, Suite 14303 Cambridge, MA 02139 +1 857 209 0050 Elicio.com April 13, 2022 Dear Peter DeMuth, I am pleased to confirm the terms of our offer as it relates to your promotion to the position of Chief Scientific Officer for Elicio Therapeutics, Inc. (“Elicio” or “we” or the “Company”), reporting to Chris Haqq MD, PhD, Head of R&D and Chief Medical Officer. Provi |
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| March 29, 2023 |
CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 99.8 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF ANGION BIOMEDICA CORP. Angion Biomedica Corp. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: FIRST: That the name of the Corporation is Angion Biomedica Corp. The date of the filing of its original Certificate of Incor |
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| March 17, 2023 |
As filed with the U.S. Securities and Exchange Commission on March 17, 2023 As filed with the U.S. Securities and Exchange Commission on March 17, 2023 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 11-3430072 (State or other jurisdiction of incorporation or organization) (I.R |
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| March 17, 2023 |
Surrender Agreement dated March 9, 2023, by and between Angion Biomedica Corp. and Novapark LLC surrenderagreement-angio 281866834 v6 1. SURRENDER AGREEMENT SURRENDER AGREEMENT (the “Agreement”) made as of this day of March 2023 (the “Effective Date”) by and between NOVAPARK LLC, having an office at 51 Charles Lindbergh Boulevard, Uniondale, New York (“Landlord”) and ANGION BIOMEDICA CORP., having an office at 51 Charles Lindbergh Boulevard, Uniondale, New York (“Tenant”). STATEMENT OF FACTS |
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| March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-04321 ANGION B |
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| March 17, 2023 |
Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) Angion Biomedica Corp. |
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| March 17, 2023 |
membershipinterestredemp 282635692 v1 1. MEMBERSHIP INTEREST REDEMPTION AGREEMENT This Membership Interest Redemption Agreement (the “Agreement”) is entered into effective as of March , 2023 (the “Effective Date”) between Angion Biomedica Corp. (the “Assignor”) and NovaPark, LLC (the “Assignee”) and consented to by Itzhak Goldberg, M.D. (the “Manager”). Capitalized terms used herein and not otherw |
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| March 17, 2023 |
5, 2023 to License Agreement dated November 15, 2013, a2022-10x27ohragreementf Execution Version FIRST AMENDMENT This first amendment to the License Agreement between Angion Biomedica Corp, 51 Charles Lindbergh Blvd. |
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| March 17, 2023 |
angionohrlicenseagreeemn LICENSE AGREEMENT This License Agreement (this "Agreement") is effective as of November 15, 2013 (the "Effective Date"), by and between Angion Biomedica Corp. |
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| March 14, 2023 |
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 9, 2023 ANGION BIOMEDICA CORP. (Exact name of registrant as specified in its charter) Delaware 001-39990 11-3430072 (State or other jurisdiction of incorporation or organization |
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| February 14, 2023 |
ANGN / Angion Biomedica Corp. / EISA-ABC LLC - SC 13G/A Passive Investment SC 13G/A 1 tm236365d1sc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) Information to be Included in Statements Filed Pursuant to § 240.13d-1(b), (c) and (d) and Amendments Thereto Filed Pursuant to § 240.13d-2 (Amendment No. 1)* Angion Biomedica Corp. (Name of Issuer) Common Stock (Title of Class of Securities) 03476J107 (CUSIP Number) Decembe |
