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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):
July 8, 2025
Silo Pharma, Inc.
(Exact name of registrant as specified in its charter)
Nevada |
|
001-41512 |
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27-3046338 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
677 N. Washington Boulevard
Sarasota, FL |
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34236 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (718) 400-9031
N/A
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):
☐ |
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 Rule 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 |
|
SILO |
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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 1.01 Entry into
a Material Definitive Agreement.
On July 8, 2025, Silo Pharma, Inc. (the “Company”)
entered into a Termination, Commercial Evaluation License, and Option Agreement (the “Agreement”) with the University of Maryland,
Baltimore (“UMB”). The Agreement terminates the Master License Agreement dated February 12, 2021 (the “MLA”),
previously in effect between the Company and UMB, and provides the Company with an exclusive, non-transferable evaluation license, as
well as an exclusive option to negotiate a new exclusive commercial license, with respect to certain intellectual property related to
central nervous system-homing peptides (the “Invention” and related “Patent Rights”) that were previously licensed
under the MLA.
Pursuant to the Agreement, the Company was granted
an exclusive option (the “Option”), exercisable during the term of the Agreement, to negotiate and obtain an exclusive, sublicensable,
royalty-bearing license to the Invention and Patent Rights for the therapeutic treatment of neuroinflammatory disease worldwide. The Option
may be exercised by (i) providing written notice and submitting an acceptable commercialization plan to UMB, and (ii) paying a $1,000
option fee, which is creditable against certain future expenses if a commercial license is executed. The Agreement was effective as of
July 8, 2025, and will expire on March 31, 2026, unless earlier terminated or superseded by a new definitive license agreement upon exercise
of the Option.
The foregoing summary does not purport to be complete
and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit to this Current Report on Form 8-K and
incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
|
Description |
10.1 |
|
Termination, Commercial Evaluation License, and Option Agreement,
dated July 8, 2025, by and between the Company and the University of Maryland, Baltimore |
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SILO PHARMA, INC. |
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|
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Date: July 10, 2025 |
By: |
/s/ Eric Weisblum |
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Eric Weisblum |
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Chief Executive Officer |