Form 8-K

8-K — Allarity Therapeutics, Inc.

Accession: 0001213900-26-073998

Filed: 2026-07-01

Period: 2026-06-26

CIK: 0001860657

SIC: 2834 (PHARMACEUTICAL PREPARATIONS)

Item: Submission of Matters to a Vote of Security Holders

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — ea0296615-8k_allarity.htm (Primary)

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8-K — CURRENT REPORT

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2026-06-26

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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

26, 2026

ALLARITY THERAPEUTICS, INC.

(Exact

name of registrant as specified in its charter)

Delaware

001-41160

87-2147982

(State

or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS

Employer

Identification No.)

123

E Tarpon Ave,

Tarpon

Springs, FL

34689

(Address

of principal executive offices)

(401)

426-4664

(Registrant’s

telephone number, including area code)

Not

applicable

(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 each exchange on which registered

Common

Stock, par value $0.0001 per share

ALLR

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 ☒

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

5.07 Submission of Matters to a Vote of Security Holders.

June 26, 2026, Allarity Therapeutics, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).

At the Annual Meeting, seven proposals were submitted to the Company’s stockholders of record for a vote. These proposals are described

in detail in the Company’s Definitive Proxy Statement filed with the U.S. Securities and Exchange Commission on April 30, 2026

(the “Proxy Statement”).

the Annual Meeting, a total of 8,364,272 (or 54.10%) of the Company’s issued and outstanding shares of common stock held of record

as of May 7, 2026, the record date for the Annual Meeting, were present either in person or by proxy, which constituted a quorum.

The

final voting results for each proposal are set forth below. For additional information regarding the proposals, please refer to the Proxy

Statement.

Proposal 1: The director nominee listed below

was duly elected at the Annual Meeting for annual term expiring in 2029 was approved pursuant to the following votes:

Nominee

For

Withheld

Broker

Non-Votes

Jesper

Hoiland

3,748,814

187,812

4,427,646

Proposal 2: The appointment of Wolf & Company,

P.C. to serve as the Company’s independent registered public accounting firm for 2026 was ratified pursuant to the following votes:

For

Against

Abstentions

Broker

Non-Votes

8,330,862

25,167

8,243

Proposal 3: The proposal to amend our Amended

and Restated 2021 Equity Incentive Plan, to increase the aggregate number of shares of common stock authorized for grant from 1,521,990

to 2,021,990 was approved pursuant to the following votes:

For

Against

Abstentions

Broker

Non-Votes

3,083,990

823,336

29,300

4,427,646

Proposal 4: The proposal for approval, on an advisory

basis, of the compensation of the Company’s executive officers was approved pursuant to the following votes:

For

Against

Abstentions

Broker

Non-Votes

3,621,297

301,684

13,645

4,427,646

Proposal 5: The proposal to approve the issuance

of shares of our common stock pursuant to the Common Stock Purchase Agreement dated January 28, 2026 by and between the Company and Tumim

Stone Capital LLC in excess of the Exchange Cap was approved pursuant to the following votes:

For

Against

Abstentions

Broker

Non-Votes

3,168,301

722,610

45,715

4,427,646

Proposal 6: To approve an amendment to our Certificate

of Incorporation to limit the liability of certain officers as permitted by Delaware law, did not pass, pursuant to the following votes:

For

Against

Abstentions

Broker

Non-Votes

3,518,072

402,701

15,853

4,427,646

Proposal 7: The proposal to approve the adjournment

of the Annual Meeting, if necessary or advisable, to solicit additional proxies in favor of the aforementioned proposals was approved

pursuant to the following votes:

For

Against

Abstentions

Broker

Non-Votes

7,309,857

1,032,786

21,629

Item

8.01 Other Events.

June 30, 2026, the Company announced that the United States Patent and Trademark Office (USPTO) has granted the key U.S. patent covering

its proprietary stenoparib-specific Drug Response Predictor (DRP®) companion diagnostic. A copy of the press release is attached

as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item

9.01 Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

No.

Description

99.1

Press Release, dated June 30, 2026.

104

Cover

Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant

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

the undersigned hereunto duly authorized.

Allarity Therapeutics, Inc.

Dated: July 1, 2026

By:

/s/ Thomas H. Jensen

Thomas H. Jensen

Chief Executive Officer

EX-99.1 — PRESS RELEASE, DATED JUNE 30, 2026

EX-99.1

Filename: ea029661501ex99-1.htm · Sequence: 2

Exhibit 99.1

Allarity Therapeutics Announces the

Grant of Essential U.S. Patent for Its Stenoparib DRP® Companion Diagnostic

- Key U.S. patent now protects exclusivity for developing

stenoparib with the stenoparib-DRP® until April 2042

TARPON SPRINGS, Fla., June 30, 2026 – Allarity Therapeutics, Inc. (“Allarity” or the “Company”) (NASDAQ:

ALLR), a Phase 2 clinical-stage pharmaceutical company dedicated to developing stenoparib (2X-121)—a differentiated, dual PARP and

WNT pathway inhibitor—today announced that the United States Patent and Trademark Office (USPTO) has granted the key U.S. patent

covering its proprietary stenoparib-specific Drug Response Predictor (DRP®) companion diagnostic. The newly granted patent has a term

extending into April 2042. The patent grant follows the USPTO’s Notice of Allowance for the stenoparib DRP® companion diagnostic

formerly announced by Allarity in April 2026.

“This is a critical step for Allarity. With this U.S.

patent now granted and providing protection into 2042, we have established an important long-term intellectual property foundation for

stenoparib and our DRP® companion diagnostic,” said Thomas Jensen, Chief Executive Officer of Allarity Therapeutics. “Looking

ahead, our goal is to use the stenoparib DRP® to help identify the patients most likely to benefit from treatment. This patent provides

the foundation for advancing a more precise, patient-selection-driven approach to ovarian cancer and accelerating stenoparib toward FDA

approval.”

The granted patent covers methods for predicting clinical

benefit from stenoparib based on gene-expression profiles derived from tumor samples, as well as methods for selecting patients most likely

to benefit from stenoparib treatment using the stenoparib DRP® test. The patent protects Allarity’s long-term commercial strategy,

allowing exclusivity for stenoparib when used in concert with the stenoparib DRP® companion diagnostic in the United States into April

2042.

Allarity has also secured patent protection for the stenoparib

DRP® in Europe and Australia into 2039, with related applications pending in several additional international markets.

About Stenoparib/2X-121

Stenoparib is an orally

available, small-molecule dual-targeted inhibitor of PARP1/2 and tankyrase 1/2. At present, tankyrases are attracting significant attention

as emerging therapeutic targets for cancer, principally due to their role in regulating the WNT signaling pathway. Aberrant WNT/β-catenin

signaling has been implicated in the development and progression of numerous cancers, especially drug-resistant cancers. By inhibiting

PARP and blocking WNT pathway activation, stenoparib’s unique therapeutic action shows potential as a promising therapeutic for

many cancer types, including ovarian cancer, small cell lung cancer and colorectal cancer. Allarity has secured exclusive global rights

for the development and commercialization of stenoparib, which was originally developed by Eisai Co. Ltd. and was formerly known under

the names E7449 and 2X-121. Allarity has completed its first Phase 2 trial for stenoparib in advanced ovarian cancer patients. That trial

showed promising and durable clinical benefit in ovarian cancer patients who had 2+ lines of therapy and were given stenoparib twice

daily. The updated data from this study were presented at the AACR special conference on advances in ovarian cancer in September 2025.

Note that analyses may change as the study fully matures. A new protocol was designed expressly to capitalize on this emerging clinical

experience with stenoparib in platinum resistant patients and began enrolling patients in the summer of 2025. This amended protocol enrolls

only platinum resistant or platinum-ineligible patients and is designed to accelerate the clinical development of stenoparib toward FDA

approval. In parallel, a separate Phase 2 trial evaluating stenoparib in combination with temozolomide for relapsed small cell lung cancer

(SCLC) began enrolling patients in early 2026 and is currently enrolling patients across multiple VA sites in the US.

About the Drug Response Predictor – DRP® Companion Diagnostic

Allarity uses its drug-specific DRP® to select those

patients who, by the gene expression signature of their cancer, may have a high likelihood of benefiting from a specific drug. By screening

patients before treatment, and only treating those patients with a sufficiently high, drug-specific DRP score, the therapeutic benefit

rate may be enhanced. The DRP method builds on the comparison of sensitive vs. resistant human cancer cell lines, including transcriptomic

information from cell lines, combined with clinical tumor biology filters and prior clinical trial outcomes. DRP is based on messenger

RNA expression profiles from patient biopsies. The DRP® platform has shown an ability to provide a statistically significant prediction

of the clinical outcome from drug treatment in cancer patients across dozens of clinical studies (both retrospective and prospective).

The DRP platform, which may be useful in all cancer types and is patented for dozens of anti-cancer drugs, has been extensively published

in the peer-reviewed literature.

Allarity

Page 1 of 2

About Allarity Therapeutics

Allarity Therapeutics, Inc. (NASDAQ: ALLR) is a clinical-stage

biopharmaceutical company dedicated to developing personalized cancer treatments. The Company is focused on development of stenoparib,

a novel PARP/tankyrase inhibitor for advanced ovarian cancer patients, using its DRP® technology to develop a companion diagnostic

that can be used to select those patients expected to derive the greatest clinical benefit from stenoparib. Allarity’s principal

operations are located in Denmark and its U.S. business address is in Florida and is committed to addressing significant unmet medical

needs in cancer treatment. For more information, visit www.allarity.com.

Follow Allarity on Social Media

LinkedIn: https://www.linkedin.com/company/allaritytx/

Forward-Looking Statements

This press release contains “forward-looking statements”

within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements provide the Company’s current

expectations or forecasts of future events. The words “anticipates,” “believe,” “continue,” “could,”

“estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,”

“potential,” “predicts,” “project,” “should,” “would” and similar expressions

may identify forward-looking statements, but the absence of these words does not mean that a statement is not forward-looking. These forward-looking

statements include, but are not limited to, statements regarding the term, scope, validity, enforceability and commercial value of the

Company’s newly granted U.S. patent covering its stenoparib-specific DRP® companion diagnostic, including the patent’s

term extending into April 2042; the ability of the patent to protect the use of the stenoparib DRP® test to identify patients most

likely to derive clinical benefit from stenoparib treatment; the anticipated contribution of the patent to the Company’s intellectual

property and commercial strategy; the potential utility and regulatory acceptance of the DRP® companion diagnostic strategy; and the

Company’s plans and ability to advance stenoparib and its companion diagnostic toward clinical development, regulatory approval

and commercialization. Any forward-looking statements in this press release are based on management’s current expectations of future

events and are subject to multiple risks and uncertainties that could cause actual results to differ materially and adversely from those

set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, risks related

to the scope, validity, enforceability, maintenance and interpretation of the granted patent; the possibility of third-party challenges,

administrative proceedings, litigation or other actions affecting the patent or the Company’s intellectual property rights; the

possibility that the actual patent term or scope of protection may differ from the Company’s expectations; the Company’s ability

to obtain, maintain and enforce intellectual property protection in the United States and other jurisdictions; the potential utility,

clinical validation and regulatory acceptance of the DRP® companion diagnostic strategy; the Company’s ability to conduct, enroll

and complete its ongoing and future clinical trials; the possibility that prior clinical observations may not be confirmed in ongoing

or future studies; the ability of stenoparib to demonstrate sufficient safety, efficacy, tolerability or clinical benefit to support further

development or regulatory approval; and the Company’s ability to secure sufficient financial, operational, manufacturing and clinical

resources to continue development of stenoparib. For a discussion of other risks and uncertainties, and other important factors, any of

which could cause our actual results to differ from those contained in the forward-looking statements, see the section entitled “Risk

Factors” in our Form 10-K annual report filed with the Securities and Exchange Commission (the “SEC”) on March 30, 2026,

and our Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 15, 2026, available at the SEC’s

website at www.sec.gov, as well as discussions of potential risks, uncertainties and other important factors in the Company’s subsequent

filings with the SEC. All information in this press release is as of the date of the release, and the Company undertakes no duty to update

this information unless required by law.

###

Company Contact:

investorrelations@allarity.com

Media Contact:

Thomas Pedersen

Carrotize PR & Communications

+45 6062 9390

tsp@carrotize.com

Allarity

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