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~~July 2417, ~~2025~~2026

Northwest Biotherapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	0-35737	94-3306718
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

4800 Montgomery Lane, Suite 800

Bethesda, Maryland 20814

(Address of Principal Executive Offices)

(240) 497-9024

(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.l4a-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 l3e-4(c) under the Exchange Act (17 CFR 240. l3e-4(c))

Title of each class:		Trading Symbol(s)		Name of each exchange on which registered:
Common Stock, par value, $0.001 per share		NWBO		OTCQB

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. l2b-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 27.01. ~~Completion~~Regulation ofFD ~~Acquisition or Disposition of Assets~~Disclosure.

AsThe ~~previously~~Company ~~announced,~~has onreceived ~~October 24,~~a ~~2025~~number ~~(the “Closing~~of ~~Date”),~~inquiries ~~Northwest~~about ~~Biotherapeutics, Inc.~~rumors ~~(the~~that ~~“Company”)~~are ~~completed~~circulating alleging that the ~~acquisition~~Medicines ofand ~~Advent~~Healthcare ~~BioServices~~Products ~~Ltd.~~Regulatory Agency (~~“Advent”~~MHRA)~~, a~~ ~~United~~has ~~Kingdom-based~~made ~~contract~~a decision ~~development~~on ~~and~~the ~~manufacturing~~Company’s ~~organization~~Marketing Authorization Application (~~CDMO~~MAA), ~~from~~for ~~Toucan~~DCVax-L ~~Holdings~~for ~~LLC~~glioblastoma (~~the “Seller”~~GBM)~~, pursuant~~ toand anhas ~~acquisition~~rejected ~~agreement dated as of August 27, 2025~~the MAA.

~~Prior~~While to the ~~acquisition,~~Company’s policy ~~Advent~~of ~~provided~~not making interim reports on the ~~Company~~MHRA ~~with~~process ~~product development,~~remains ~~manufacturing~~in place, ~~cryostorage~~to ~~and~~address ~~distribution~~these ~~services~~false ~~for~~rumors this morning the Company’s ~~DCVax®~~requested confirmation ~~product~~from ~~platform~~MHRA ~~pursuant~~of tothe ~~various service~~current ~~agreements.~~status ~~Following~~of the ~~acquisition,~~MAA. ~~Advent~~This ~~became~~afternoon, athe ~~wholly~~MHRA ~~owned~~confirmed ~~subsidiary of~~ the ~~Company.~~following:

“The ~~consideration~~Marketing ~~for the acquisition is payable in installments over~~Authorisation ~~two~~Application ~~years,~~submitted ~~beginning~~by 3Northwest ~~months after the Closing Date~~Biotherapeutics, ~~with~~Inc. ~~potential~~for ~~acceleration after regulatory approval of the Company’s~~ DCVax®-L ~~product.~~ ~~The consideration~~ (for ~~the acquisition consists of a purchase price of approximately $1.9 million (£1.4 million~~glioblastoma) ~~and~~remains ~~payment of the then outstanding net amount of accounts payable owed by the Company to Advent for manufacturing and related services already provided~~ under ~~services~~its ~~contracts~~initial ~~prior~~regulatory ~~to the acquisition~~review, ~~totaling approximately $8.3 million. Certain excluded amounts (relating to accounts~~ ~~payable~~has ~~for~~not ~~non-Company~~been ~~matters~~refused, ~~prior~~withdrawn toor ~~the acquisition date) were retained by the Seller~~appealed, ~~totaling~~and ~~approximately~~continues ~~$0.7~~to ~~million.~~progress ~~The~~towards ~~unpaid balance~~a offirst ~~installment~~regulatory ~~payments will accrue interest at 7~~decision.~~5% annually.~~”

AtThe ~~closing, the~~ Company ~~received~~continues ~~back 12 million shares of the Company’s common stock and 5.5 million Company stock options, which were previously issued~~ to ~~Advent as compensation for services. The returned~~ ~~shares~~have ~~were~~constructive ~~retired~~interactions towith the ~~Company’s~~MHRA, ~~treasury~~ and the ~~options~~MAA ~~were~~remains ~~cancelled~~under review.

The ~~acquisition~~Company ~~constitutes~~categorically refutes athe ~~related~~false ~~party~~rumors. ~~transaction,~~The ~~because~~Company notes that such rumors appear to have intensified in the weeks since the Company’s ~~Chairperson,~~presented ~~Chief~~at ~~Executive~~the British ~~Officer,~~Neuro-Oncology ~~and~~Society ~~President,~~(BNOS) ~~Linda~~Annual ~~Powers,~~Meeting issignificant statistical data relating to the ~~controlling~~results ~~member~~of its Phase 3 trial of DCVax-L for GBM. The Company believes that the ~~Seller~~rumors appear to be accompanied by various forms stock manipulation. The ~~transaction~~Company also believes ~~was~~that ~~reviewed~~the ~~and~~rumors ~~approved~~may inbe ~~accordance~~part ~~with~~of such manipulation as the data in the BNOS presentation were quite encouraging. The Company’s ~~related-party~~believes ~~transaction~~it has ~~policies~~seen this pattern on a number of occasions following positive developments and news.

In connection with the acquisition, the Company obtained from the Securities and Exchange Commission, pursuant to its authority under Rule 3-13 under Regulation S-X, a waiver from the requirements of Rule 3-05 and Article 11 of Regulation S-X to provide certain financial statements of Advent under Rule 3-05 of Regulation S-X and pro forma financial information relating to the acquisition. Accordingly, the Company will not provide such pro forma information under Item 9.01 of Form 8-K.

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.

	NORTHWEST BIOTHERAPEUTICS, INC.
Date: April 7, 2026	By:	/s/ Linda Powers
Date: July 17, 2026	By:	/s/ Linda Powers
	Name:	Linda Powers
	Title:	Chief Executive Officer and Chairman

Filing Compare · NORTHWEST BIOTHERAPEUTICS INC