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    Estrella Immunopharma Inc. filed SEC Form 8-K: Other Events, Financial Statements and Exhibits

    5/29/25 11:13:18 AM ET
    $ESLA
    Biotechnology: Biological Products (No Diagnostic Substances)
    Health Care
    Get the next $ESLA alert in real time by email
    false 0001844417 0001844417 2025-05-29 2025-05-29 0001844417 ESLA:CommonStockParValue0.0001PerShareMember 2025-05-29 2025-05-29 0001844417 ESLA:WarrantsEachWholeWarrantExercisableForOneShareOfCommonStockAtExercisePriceOf11.50Member 2025-05-29 2025-05-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

     

     

    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): May 29, 2025

     

    Estrella Immunopharma, Inc.

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-40608   86-1314502
    (State or other jurisdiction
    of Incorporation)
      (Commission File Number)   (IRS Employer
    Identification Number)

     

    5858 Horton Street, Suite 370
    Emeryville, California
      94608
    (Address of registrant’s principal executive office)   (Zip code)

     

    (510)318-9098

    (Registrant’s telephone number, including area code)

     

    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 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   ESLA   The Nasdaq Stock Market LLC
    Warrants, each whole warrant exercisable for one share of Common Stock at an exercise price of $11.50   ESLAW   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 8.01 Other Events

     

    On May 29, 2025, Estrella Immunopharma, Inc. announced that it will initiate the dosing in its second cohort in connection with its ongoing STARLIGHT-1 Phase I clinical trial. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. 

     

    The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is intended to be furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

     

    Item 9.01 Financial Statements and Exhibits.

     

    Exhibit No.   Description
    99.1   Press Release dated as of May 29, 2025
    104   Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

    1

     

     

    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.

     

     
    Estrella Immunopharma, Inc.
       
    Date: May 29, 2025 By: /s/ Cheng Liu
      Name:  Cheng Liu
      Title: Chief Executive Officer

     

     

    2

     

     

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