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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 31, 2023



(Exact Name of Registrant as Specified in its Charter)


Nevada 001-40699 62-1772151
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)


3960 Howard Hughes Parkway, Suite 500
Las Vegas
, Nevada
(Address of Principal Executive Offices) (Zip Code)


Registrant's telephone number, including area code: (917) 595-2850



(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


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


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


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


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


Securities registered pursuant to Section 12(b) of the Act:


Title of each class   Trading Symbol(s)   Name of exchange on which registered
Common Stock, Par Value $0.0001 Per Share   PMCB  

The Nasdaq Stock Market LLC


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this Chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


Emerging growth company


If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐






Item 8.01 Other Events.


On January 31, 2023, the board of directors of PharmaCyte Biotech, Inc. (the “Company”) authorized a share repurchase program to repurchase up to $10 million of the Company’s outstanding common stock (the “New Program”). The New Program is effective immediately for a two-year period. The Company expects to fund the program with its available cash. The Company enacted a similar program in June 2022 (the “Existing Program”), and as of the date hereof, the Company has repurchased 3,410,624 shares of common stock for an aggregate purchase price of approximately $9.3 million under the Existing Program.


Under the New Program, the shares may be repurchased from time to time in open market transactions, privately negotiated block transactions, or other means in accordance with applicable securities laws. The timing of the purchases, the number of shares repurchased, and the prices paid for the shares under the New Program will depend on general business and market conditions, the trading price of the Company’s common stock and corporate and regulatory limitations, including blackout period restrictions. The New Program does not obligate the Company to acquire a specific dollar amount or number of shares and may be extended, modified, or discontinued at any time. 


On February 2, 2023, the Company issued a press release announcing the authorization of the New Program. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.


Item 9.01 Financial Statements and Exhibits.


(d) Exhibits.


Number Description
99.1 Press Release, dated February 2, 2023, of PharmaCyte Biotech, Inc.
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).










Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: February 2, 2023 PHARMACYTE BIOTECH, INC.

/s/ Joshua N. Silverman                                           

Joshua N. Silverman

Interim Chief Executive Officer and Interim President