Cortexyme Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Other Events, 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): August 1, 2022

QUINCE THERAPEUTICS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code: (415) 910-5717

Cortexyme, Inc.

(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):

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

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. ☐

On August 1, 2022, Cortexyme, Inc. (“Cortexyme,” the “Company,” or “we”) reported that we had approximately $105 million in cash, cash equivalents and short-term investments as of June 30, 2022. These are preliminary estimates based on currently available information and do not present all necessary information for a complete understanding of the Company’s financial condition as of June 30, 2022 or the Company’s expectations for the results of operations for the year ending December 31, 2022, or any future annual or interim period.

The information in Item 2.02 of this current report on Form 8-K is furnished and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Securities Act of 1934, as amended, except as shall be expressly set forth by specific reference in any such filing, regardless of any general incorporation language in such filing.

Effective August 1, 2022, we changed our name from “Cortexyme, Inc.” to “Quince Therapeutics, Inc.” by filing a certificate of amendment (“Certificate of Amendment”) to our Certificate of Incorporation with the Secretary of State of the State of Delaware. We also amended and restated our bylaws to reflect the change to our name, effective August 1, 2022. The Certificate of Amendment and amended and restated bylaws are attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively, and are incorporated herein by reference.

In connection with the name change, our common stock will trade on The Nasdaq Global Select Market under the new ticker symbol “QNCX”. The new ticker symbol has become effective at the open of the market on August 1, 2022.

On August 1, 2022, the Company issued a press release titled “Quince Therapeutics Details Strategic Growth Plan with Launch of New Corporate Name.” A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

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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.

Date: August 1, 2022

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