ARCTURUS THERAPEUTICS HOLDINGS INC. Form 8-K (June 18, 2020)

Summary

Current report on Form 8-K of Arcturus Therapeutics Holdings Inc., date of report June 18, 2020, filed under Item 7.01, Regulation FD Disclosure. The company states that the company has made available a presentation about the company's business, filed as Exhibit 99.1 and listed as a presentation dated June 2020. The report says the furnishing of the presentation is not an admission as to the materiality of any information in it. A cautionary note on forward-looking statements lists topics including the efforts to develop a vaccine against COVID-19, the safety, efficacy or reliability of the COVID-19 vaccine candidate, and the timing and success of development efforts. The signature block shows /s/ Joseph E. Payne, Chief Executive Officer.

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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): June 18, 2020

ARCTURUS THERAPEUTICS HOLDINGS INC.

(Exact name of registrant as specified
in its charter)

Delaware | 001-38942 | 32-0595345
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.)

10628 Science Center Drive, Suite 250

San Diego, California 92121

(Address of principal executive offices)

Registrant’s telephone number,
including area code: (858) 900-2660

(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 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 | ARCT | 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 7.01. Regulation FD Disclosure.

Arcturus Therapeutics Holdings Inc. (the
“ Company ”) has made available a presentation about the Company’s business (the “ Presentation ”),
a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K (the “ Report ”) and is hereby incorporated
by reference.

The furnishing of the Presentation is not
an admission as to the materiality of any information therein. The information contained in the Presentation is summary information
that should be considered in the context of the Company’s filings with the Securities and Exchange Commission (the “ SEC ”)
and other public announcements the Company may make by press release or otherwise from time to time. The Presentation speaks as
of the date of this Report. While the Company may elect to update the Presentation in the future to reflect events and circumstances
occurring or existing after the date of this Report, the Company specifically disclaims any obligation to do so.

The Presentation contains forward-looking
statements, and as a result, investors should not place undue reliance on these forward-looking statements.

Cautionary Note Regarding Forward-Looking
Statements

Certain statements in this communication
and the Presentation are “forward-looking statements” that involve substantial risks and uncertainties for purposes
of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. These statements relate to future events and
involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements
to be materially different from any future performances or achievements expressed or implied by the forward-looking statements.
Each of these statements is based only on current information, assumptions and expectations that are inherently subject to change
and involve a number of risks and uncertainties. Forward-looking statements include, but are not limited to, statements about:
expectations regarding our capitalization and resources; the adequacy of our capital to support our future operations and our ability
to successfully initiate and complete clinical trials; our strategy and focus; our efforts to develop a vaccine against COVID-19,
the safety, efficacy or reliability of our COVID-19 vaccine candidate; the development and commercial potential of any of our product
candidates; the timing and success of our development efforts; the success of any of our trials and our ability to achieve regulatory
approval for any product candidate; the entry into or modification or termination of collaborative agreements and the expected
milestones and royalties from such collaborative agreements ; the potential market or clinical or commercial success of the clinical
development programs of Arcturus; and any statements other than statements of historical fact, including those related to Arcturus’
future cash, market or financial position.

In some cases, you can identify forward-looking
statements by terms such as “may,” “will,” “should,” “could,” “would,”
“expects,” “plans,” “anticipates,” “believes,” “estimates,” “projects,”
“predicts,” “potential” and similar expressions (including the negative thereof) intended to identify forward
looking statements. Arcturus may not actually achieve the plans, carry out the intentions or meet the expectations or projections
disclosed in any forward-looking statements such as the foregoing, and you should not place undue reliance on such forward-looking
statements. The forward-looking statements contained or implied in this this communication and the Presentation are subject to
other risks and uncertainties, including those discussed under the heading “Risk Factors” in Arcturus’ Annual
Report on Form 10-K for the fiscal year ended December 31, 2019, filed with the SEC on March 16, 2020 and in subsequent filings
with, or submissions to, the SEC. Except as otherwise required by law, the Company disclaims any intention or obligation to update
or revise any forward-looking statements, which speak only as of the date they were made, whether as a result of new information,
future events or circumstances or otherwise.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. | Description of Exhibit
99.1 | Presentation dated June 2020

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.

Arcturus Therapeutics Holdings Inc.
Date: June 18, 2020
By: | /s/ Joseph E. Payne
Name: | Joseph E. Payne
Title: | Chief Executive Officer

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