CUE Cue Biopharma Inc

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): October 2, 2024

Cue Biopharma, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-38327		47-3324577
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

40 Guest Street Boston, Massachusetts		02135 (Zip Code)
(Address of principal executive offices)

 

(617) 949-2680

(Registrant’s telephone number, including area code)

 

(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))

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☐	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 $0.001 per share		CUE		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 ☐

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. ☐

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Item 1.01.	Entry into a Material Definitive Agreement.

On October 2, 2024 (the “Effective Date”), Cue Biopharma, Inc. (the “Company”) entered into a second amendment (the “Second Amendment”) to its Loan and Security Agreement dated as of February 15, 2022 with Silicon Valley Bank, a division of First-Citizens Bank & Trust Company (“SVB”), as amended by that certain Waiver and First Amendment to Loan and Security Agreement dated as of April 10, 2023. As of the Effective Date, the Second Amendment removes the requirement for the Company to maintain in accounts of the Company at SVB cash equal to at least $20,000,000 (the “Threshold Amount”). The Second Amendment retains the requirement that the Company have at all times on deposit in accounts of the Company maintained with SVB, unrestricted and unencumbered cash in an amount equal to the lesser of (i) the Threshold Amount and (ii) 100% of the dollar value of the Company’s consolidated cash, in the aggregate, at all financial institutions.

The foregoing summary of the Second Amendment is qualified in its entirety by reference to the full text of the Second Amendment, a copy of which is filed as Exhibit 10.1 hereto.

 

Item 9.01.	Financial Statements and Exhibits.

(d) Exhibits:

Exhibit No.		Description
10.1		Second Amendment to Loan and Security Agreement, dated October 2, 2024, by and between Silicon Valley Bank, a division of First-Citizens Bank & Trust Company, and Cue Biopharma, Inc.
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

				Cue Biopharma, Inc.
Date: October 4, 2024				By:		/s/ Daniel R. Passeri
				Name: Daniel R. Passeri
				Title: Chief Executive Officer

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SECOND AMENDMENT TO

LOAN AND SECURITY AGREEMENT

 

This Second Amendment to Loan and Security Agreement (this “Amendment”) is entered into this 2nd day of October, 2024 by and between Silicon Valley Bank, a division of First-Citizens Bank & Trust Company (“Bank”) and Cue Biopharma, Inc., a Delaware corporation (“Borrower”), whose address is 21 Erie Street, Cambridge, Massachusetts 02139.

Recitals

 

Agreement

 

Now, Therefore, in consideration of the foregoing recitals and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, and intending to be legally bound, the parties hereto agree as follows:

 

“5.7 (Accounts).

 

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and depository accounts maintained in the name of Borrower with Bank, unrestricted and unencumbered cash in an amount equal to the lesser of (i)

$20,000,000.00 (the “Threshold Amount”) and (ii) one hundred percent (100.0%) of the Dollar value of Borrower’s consolidated cash, including any Subsidiaries’, Affiliates’, or related entities’ cash, in the aggregate, at all financial institutions. So long as, in each case, Borrower maintains the Threshold Amount with Bank, Borrower shall be permitted to maintain accounts with other banks or financial institutions (other than Bank) (the “Permitted Accounts”); provided that such Permitted Accounts (other than the Excluded Accounts) shall be subject to a Control Agreement in favor of Bank pursuant to the terms of Section 5.7(c) and

5.13 hereof.”

 

“ “Second Amendment Effective Date” is October 2, 2024.”

 

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Effective Date remain true, accurate and complete and have not been amended, supplemented or restated and are and continue to be in full force and effect;

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[Signature page follows]

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In Witness Whereof, the parties hereto have caused this Amendment to be duly executed and delivered as of the date first written above.

 

BANK

FIRST-CITIZENS BANK & TRUST COMPANY

 

By: /s/ John Sansone

Name: John Sansone

Title: Vice President

 

 

BORROWER

CUE BIOPHARMA, INC

 

By: /s/ Kerri-Ann Millar

Name: Kerri-Ann Millar

Title: Chief Financial Officer

 

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v3.24.3

Document And Entity Information	Oct. 02, 2024
Document Information [Line Items]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 02, 2024
Entity Registrant Name	Cue Biopharma, Inc.
Entity Central Index Key	0001645460
Entity Emerging Growth Company	false
Entity File Number	001-38327
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-3324577
Entity Address, Address Line One	40 Guest Street
Entity Address, City or Town	Boston
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	02135
City Area Code	617
Local Phone Number	949-2680
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.001 per share
Trading Symbol	CUE
Security Exchange Name	NASDAQ

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