Form 8-K - Current report

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): November 9, 2023

Rain Oncology Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware

001-40356

82-1130967

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

8000 Jarvis Avenue, Suite 204

Newark, CA 94560

(Address of Principal Executive Offices)

(510) 953-5559

(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 (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 210.14d-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 $0.001 per share		RAIN		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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 2.02

Results of Operations and Financial Condition.

On November 9, 2023, Rain Oncology Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended September 30, 2023. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

This Item 2.02 and the Press Release attached hereto as Exhibit 99.1, insofar as they disclose information regarding the Company’s results of operations and financial condition for the quarter ended September 30, 2023, are being furnished to the U.S. Securities and Exchange Commission.

Item 9.01

Financial Statements and Exhibits

(d) Exhibits. The following exhibit is being furnished herewith:

EXHIBIT INDEX

Exhibit No.		Description

99.1		Press Release, dated November 9, 2023

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.

Dated: November 9, 2023	Rain Oncology Inc.

	By:	/s/ Avanish Vellanki
		Avanish Vellanki
		Chairman and Chief Executive Officer

Exhibit 99.1

Rain Oncology Reports Third Quarter 2023 Financial Results and Provides Business Update

NEWARK, Calif., November 9, 2023 (GLOBE NEWSWIRE) -- Rain Oncology Inc. (NasdaqGS: RAIN), (Rain), today reported financial results for the third quarter ended September 30, 2023, along with an update on the Company’s key developments and business operations.

“Rain continues to evaluate a number of strategic opportunities to add value for its stockholders,” said Avanish Vellanki, co-founder and chief executive officer of Rain. “We anticipate being able to provide a public update on our efforts before the end of the year.”

Third Quarter 2023 Financial Highlights

For the three and nine months ended September 30, 2023, Rain reported a net loss of $7.0 million and $49.6 million, respectively, as compared to a net loss of $18.0 million and $53.0 million for the same periods in 2022, respectively.

Research and development (R&D) expenses were $4.0 million and $35.6 million for the three and nine months ended September 30, 2023, respectively, as compared to $14.5 million and $42.3 million for the same periods in 2022, respectively. The decrease in R&D expenses was primarily related to the winding down of the MANTRA and MANTRA-2 clinical trials for milademetan and lower payroll-related costs for the Company’s R&D personnel due to the reduction-in-force implemented in the second quarter of 2023.

General and administrative (G&A) expenses were $4.1 million and $14.6 million for the three and nine months ended September 30, 2023, respectively, as compared to $3.9 million and $11.3 million for the same periods in 2022, respectively. The increase in G&A expenses was primarily due to higher professional services, legal and payroll-related costs.

Total non-cash stock-based compensation expenses were approximately $1.2 million and $3.6 million for the three and nine months ended September 30, 2023, respectively, as compared to $0.9 million and $3.6 million for the same periods in 2022, respectively.

As of September 30, 2023, Rain had $77.3 million in cash, cash equivalents and short-term investments.

As of November 3, 2023, Rain had approximately 36.4 million shares of common stock outstanding.

About Rain Oncology Inc.

Rain Oncology Inc. is a precision oncology company developing therapies that target oncogenic drivers to genetically select patients it believes will most likely benefit. Rain’s product candidate, milademetan, is a small molecule, oral inhibitor of the p53-MDM2 complex that reactivates p53.

Forward Looking Statements

Statements contained in this press release regarding matters that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include statements regarding, among other things, potential strategic opportunities for Rain and the timing for public updates. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Words such as “plans,” “will”, “anticipates,” “goal,” “potential,” “expects” and similar expressions are intended to identify forward-looking statements. These forward-looking statements are based upon Rain’s current expectations and involve assumptions that may never materialize or may prove to be incorrect. Actual results could differ materially from those anticipated in such forward-looking statements as a result of various risks and uncertainties, which include, without limitation, risks and uncertainties associated with Rain’s business in general and limited operating history, Rain’s ability to execute on its strategy; the results of preclinical and clinical studies; the FDA regulatory process; the sufficiency of Rain’s capital resources and its ability to successfully manage its cash resources; and the other risks described in Rain’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 and subsequent filings with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made and are based on management’s assumptions and estimates as of such date. Rain undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made, except as required by law.

Investor Contact

Daniel Ferry

LifeSci Advisors

+1.617.430.7576

daniel@lifesciadvisors.com

Media Contact

Mahima Agochiya

Rain Oncology

magochiya@rainoncology.com

Rain Oncology Inc.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except share and per share amounts)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2023			2022			2022			2021
Operating expenses:
Research and development	$	3,965		$	14,510		$	35,622		$	42,322
General and administrative		4,113			3,901			14,593			11,257
Restructuring charges		—			—			2,837			—
Total operating expenses		8,078			18,411			53,052			53,579
Loss from operations		(8,078	)		(18,411	)		(53,052	)		(53,579	)
Other income:
Interest income		1,044			370			3,470			533
Total other income		1,044			370			3,470			533
Net loss	$	(7,034	)	$	(18,041	)	$	(49,582	)	$	(53,046	)
Net loss per share, basic and diluted	$	(0.19	)	$	(0.68	)	$	(1.36	)	$	(2.00	)
Weighted-average shares used to compute net loss per share, basic and diluted		36,375,671			26,564,615			36,359,744			26,535,474

SUMMARY CONDENSED CONSOLIDATED BALANCE SHEET DATA

(in thousands)

	September 30,		December 31,
	2023		2022⁽¹⁾
	(unaudited)
Cash, cash equivalents and short-term investments	$	77,320	$	130,454
Total assets		82,060		135,180
Stockholders’ equity		67,519		113,036

⁽¹⁾ Derived from audited financial statements

Cover	Nov. 09, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Nov. 09, 2023
Entity File Number	001-40356
Entity Registrant Name	Rain Oncology Inc.
Entity Central Index Key	0001724979
Entity Tax Identification Number	82-1130967
Entity Incorporation, State or Country Code	DE
Entity Address, Address Line One	8000 Jarvis Avenue
Entity Address, Address Line Two	Suite 204
Entity Address, City or Town	Newark
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94560
City Area Code	510
Local Phone Number	953-5559
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	RAIN
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Elected Not To Use the Extended Transition Period	false