Cumberland Pharmaceuticals Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits
$CPIX
Biotechnology: Pharmaceutical Preparations
Health Care
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
February 14, 2025 (February 14, 2025 )
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of Principal Executive Offices)
(615 ) 255-0068
Registrant's telephone number, including area code
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Item 8.01 Other Events
On February 14, 2025, Cumberland Pharmaceuticals, Inc. (the “Company”) increased the maximum aggregate offering price of the shares of the Company’s common stock, no par value per share (the “Common Stock”) issuable under the Sales Agreement, dated March 20, 2024 (the “Sales Agreement”) with H.C. Wainwright & Co., LLC to up to $10,000,000 and filed a prospectus supplement (the “Current Prospectus Supplement”) under the Sales Agreement for an aggregate offering amount of up to $10,000,000. The Current Prospectus Supplement amends and supplements the information in the prospectus supplement, dated March 20, 2024 (the "Prior Prospectus Supplement"), filed as part of the Company's registration statement on Form S-3 (File No. 333-276052). The Current Prospectus Supplement should be read in conjunction with the Prior Prospectus Supplement, except to the extent that the information therein amends or supersedes the information contained in the Prior Prospectus Supplement. The Current Prospectus Supplement is not complete without, and may only be delivered or utilized in connection with, the Prior Prospectus Supplement and any further amendments or supplements thereto. A copy of the legal opinion as to the legality of the $10,000,000 of shares of Common Stock issuable under the Sales Agreement and covered by the Current Prospectus Supplement is filed as Exhibit 5.1 attached hereto.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |||||||
| 23.1 | Consent of Baker, Donelson, Bearman, Caldwell & Berkowitz, PC (contained in Exhibit 5.1 above). | |||||||
| 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.
| Cumberland Pharmaceuticals Inc. | ||||||||||||||||||||
| Dated: February 14, 2025 | By: | /s/ A.J. Kazimi | ||||||||||||||||||
| A.J. Kazimi | ||||||||||||||||||||
| Chief Executive Officer | ||||||||||||||||||||