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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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 15, 2025
Unicycive
Therapeutics, Inc.
(Exact
name of registrant as specified in its charter)
| Delaware |
|
001-40582 |
|
81-3638692 |
| (State
or other jurisdiction |
|
(Commission
File Number) |
|
(IRS
Employer |
| of
incorporation or organization) |
|
|
|
Identification
No.) |
4300
El Camino AG真人官方, Suite 210
Los
Alto, CA 94022
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (650) 351-4495
(Former
name or former address, if changed since last report)
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 |
|
UNCY |
|
Nasdaq
Capital Market |
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 communication 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)) |
Indicate
by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
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.
Subsequent to June 30, 2025, pursuant to a
sales agreement dated November 13, 2024 with Guggenheim Securities, LLC, Unicycive Therapeutics, Inc. (the “Company”)
sold 3,549,846 shares of common stock at an average price of $4.56 per share, resulting in net proceeds to the Company of approximately
$16.3 million.
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.
Dated:
August 15, 2025
| |
UNICYCIVE
THERAPEUTICS, INC. |
| |
|
| |
By: |
/s/
Shalabh Gupta |
| |
|
Shalabh
Gupta |
| |
|
Chief
Executive Officer |
2
