ARCTURUS THERAPEUTICS HOLDINGS INC. Form 8-K (April 14, 2022)

Summary

Current report on Form 8-K of Arcturus Therapeutics Holdings Inc., date of report April 14, 2022, filed under Items 1.01, 1.02 and 8.01. Under a Sixth Amendment dated April 19, 2022 to a Loan and Security Agreement with Western Alliance Bank, monthly principal payments begin August 1, 2022 on a repayment schedule equal to fifteen (15) months, and a subsidiary agreed to a one-time cash payment of $15,000. On April 14, 2022 the subsidiary received notice from the Israeli Ministry of Health terminating the August 17, 2020 Supply Agreement; no termination penalties were incurred. On April 20, 2022 the company issued a press release on topline data from the study of ARCT-154 conducted in Vietnam. The signature block shows /s/ Joseph E. Payne.

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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): April 14, 2022

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 1.01. | Entry into a Material Definitive Agreement.

On April 19, 2022, Arcturus Therapeutics,
Inc. (“ Arcturus ”), a wholly-owned subsidiary of Arcturus Therapeutics Holdings Inc. (the “ Company ”),
and Western Alliance Bank (the “ Bank ”) entered into a Sixth Amendment (the “ Sixth Amendment ”) to
the Loan and Security Agreement dated October 12, 2018, between the Bank and Arcturus (the “ Loan Agreement ”).

Pursuant to the Sixth Amendment, the Parties have
amended the Loan Agreement to extend by three months the amortization date such that Arcturus agrees to make monthly payments of interest
only on each payment date through and including the payment date immediately preceding August 1, 2022. Commencing on August 1, 2022, and
continuing on the payment date of each month thereafter, the Borrower shall make consecutive equal monthly payments of principal, together
with applicable interest, in arrears, to the Bank, as calculated by the Bank based upon: (1) the amount of the term loan, (2) the effective
rate of interest, and (3) a repayment schedule equal to fifteen (15) months. In consideration, Arcturus agreed to furnish a one-time cash
payment of $15,000 to the Bank.

The foregoing description of the terms of the
Sixth Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Sixth Amendment,
which will be filed with the Securities and Exchange Commission (the “ Commission ”) as an exhibit to the Company’s
Quarterly Report on Form 10-Q for the quarter ended March 31, 2022.

Item 1.02. | Termination of a Material Definitive Agreement.

On April 14, 2022, Arcturus received notice from
the Israeli Ministry of Health (“ MOH ”) to terminate the Supply Agreement,
dated as of August 17, 2020 by and between Arcturus and MOH, relating to the potential supply of Arcturus’ first-generation COVID-19
vaccine candidate. No termination penalties were incurred by the Company or Arcturus in connection therewith. Arcturus is in continued discussions with MOH
regarding Arcturus’ potential supply to MOH of ARCT-154, the Company’s next-generation COVID-19 vaccine candidate.

Item 8.01. | Other Events.

On April 20, 2022, the Company issued a press
release announcing topline data from the Phase 1/2/3 Study for ARCT-154, Arcturus’ self-amplifying mRNA vaccine candidate against
COVID-19 disease caused by SARs-CoV-2, conducted in Vietnam and sponsored by Arcturus’ collaborator, Vinbiocare Biotechnology Joint
Stock Company. A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.

Cautionary Note Regarding Forward-Looking Statements

This press release contains 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. Any statements, other than statements of historical fact included in this press release, are forward-looking statements,
including those regarding strategy, future operations, the expectations for or likelihood of success of any collaborations, the likelihood
of success (including safety and efficacy) of the Company’s pipeline (including ARCT-154), the promise of the company’s STARR
platform or LUNAR delivery technology with self-amplifying mRNA, the likelihood that any independent verification by Arcturus or the Company,
or any regulatory body’s assessment of, of the data will be consistent with the information shared by Vinbiocare, the likelihood
that clinical data will be predictive of future clinical results, the likelihood that clinical results will be predictive of results against
future COVID variants, the likelihood of regulatory clearance to proceed with, and the planned initiation, design or completion of any
clinical trials (including with respect to planned pivotal booster trial for ARCT-154), the timing or completion of any regulatory submissions
including by Vinbiocare for submissions regarding ARCT-154, the ability to enroll, planned enrollment and timing for enrollment of, subjects
in the planned pivotal booster trial for ARCT-154, the likelihood that clinical data will be sufficient for an EUA in Vietnam or for any
other regulatory approval, the likelihood or timing of an EUA in Vietnam for ARCT-154 or for any regulatory approval, the timing and anticipated
capacity of the manufacturing facility in Hanoi, Vietnam, the likelihood that a patent will issue from any patent application, and the
impact of general business and economic conditions. Arcturus and the Company 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. These statements are only current predictions or expectations, and are subject to known and
unknown risks, uncertainties, and other factors that may cause our or our industry’s actual results, levels of activity, performance
or achievements to be materially different from those anticipated by the forward-looking statements, including those discussed under the
heading "Risk Factors" in the Company’s most recent Annual Report on Form 10-K, and in subsequent filings with, or submissions
to, the Commission, which are available on the Commission’s website at www.sec.gov. Except as otherwise required by law, Arcturus and the Company
disclaim 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 | Press Release dated April 20, 2022

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: April 20, 2022
By: | /s/ Joseph E. Payne
Name: | Joseph E. Payne
Title: | Chief Executive Officer

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