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    TransCode Therapeutics Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    12/11/25 8:09:07 AM ET
    $RNAZ
    Biotechnology: Pharmaceutical Preparations
    Health Care
    Get the next $RNAZ alert in real time by email
    false 0001829635 0001829635 2025-12-11 2025-12-11 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): December 11, 2025

     

    TRANSCODE THERAPEUTICS, INC.

    (Exact name of registrant as specified in its charter)

     

    Delaware   001-40363   81-1065054
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (I.R.S. Employer
    Identification No.)

     

    TransCode Therapeutics, Inc.

    6 Liberty Square, #2382
    Boston, Massachusetts 02109

    (Address of principal executive offices, including zip code)

     

    (857) 837-3099

    (Registrant’s telephone number, including area code)

     

    Not Applicable

    (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:

     

    ¨ 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 or to be 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   RNAZ   The Nasdaq Capital Market

     

    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  x

     

    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 7.01 Regulation FD Disclosure.

     

    On December 11, 2025, TransCode Therapeutics, Inc. (“TransCode”) issued a press release announcing a new collaboration to evaluate TransCode’s lead therapeutic candidate, TTX-MC138, as part of the Quantum Leap Healthcare Collaborative (“Quantum Leap”) PRE-I-SPY clinical trial platform. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

     

    The information in this Item 7.01, including Exhibit 99.1 hereto, is being furnished herewith 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 (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

     

     

     

     

    Item 9.01 Financial Statements and Exhibits.

     

    (d) Exhibits

     

    Exhibit No. Description
       
    99.1 Press Release, dated December 11, 2025
       
    104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

     

     

     

     

    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.

     

      TransCode Therapeutics, Inc.
       
    Date: December 11, 2025 By: /s/ Philippe Calais
        Philippe Calais
        Chief Executive Officer

     

     

     

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