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): ~~May~~June 2013, 2024

eFFECTOR Therapeutics, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-39866	85-3306396
(State or other jurisdictionof incorporation)	(CommissionFile Number)	(I.R.S. EmployerIdentification No.)
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
142 North Cedros Avenue, Suite B Solana Beach, California		92075
(Address of principal executive offices)		(Zip Code)

142 North Cedros Avenue, Suite B

Solana Beach, California

92075

(Address of principal executive offices)

(Zip Code)

(858) 925-8215

(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:

☐	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	~~TradingSymbol~~Trading Symbol(s)	Name of each ~~exchangeon~~exchange on which registered
Common stock, $0.0001 par value per share	EFTR	Nasdaq Capital Market
Warrants to purchase common stock	EFTRW	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 (Sec.230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (Sec.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 85.0103 ~~Other~~Amendments ~~Events~~to Articles of Incorporation of Bylaws; Change in Fiscal Year.

On ~~May~~June 2013, 2024, eFFECTOR Therapeutics, Inc. (the “Company”) ~~announced~~held aits ~~collaboration~~2024 toAnnual ~~conduct~~Meeting aof ~~Phase~~Stockholders 2(the ~~investigator-sponsored~~“2024 ~~trial~~Annual ~~(“IST~~Meeting”). ~~evaluating~~At ~~zotatifin~~the in2024 ~~combination~~Annual ~~with~~Meeting, ~~abemaciclib~~as ~~and~~described ~~letrozole~~below inunder ~~patients~~Item ~~with~~5.07, ~~estrogen~~the ~~receptor-positive~~stockholders ~~(“ER+”)~~of ~~endometrial cancer and low grade serous ovarian cancer at~~ the ~~Dana-Farber~~Company ~~Cancer~~approved ~~Institute~~an ~~(“DFCI”).~~amendment ~~Endometrial~~to ~~cancer is~~ the ~~most~~Company’s ~~prevalent~~Amended ~~cancer~~and ~~affecting~~Restated ~~the~~Certificate ~~female~~of ~~reproductive~~Incorporation, ~~organs~~to inincrease the ~~United~~authorized ~~States.~~number ~~Recent~~of ~~studies~~shares of ~~the~~common ~~abemaciclib~~stock ~~and~~from ~~letrozole~~40,000,000 ~~combo~~to ~~in ER+ endometrial cancer patients have shown promising activity~~80, ~~however~~000,000 ~~most~~(the ~~patients~~“Amendment”). ~~either~~The ~~fail~~Amendment tobecame ~~respond~~effective orupon ~~eventually~~the ~~develop~~Company’s ~~resistance~~filing toof ~~CDK4/6 inhibition,~~ a ~~critical~~Certificate ~~aspect~~ of ~~treatment.~~Amendment ~~Similarly,~~to ~~low~~the ~~grade~~Amended ~~serous~~and ~~ovarian~~Restated ~~cancer~~Certificate ~~has~~of ~~shown~~Incorporation ~~sensitivity~~with tothe ~~combined~~Secretary ~~treatment~~of ~~with~~State ~~aromatase~~of ~~inhibitors~~Delaware ~~and~~on ~~CDK 4/6 inhibition~~June 14, ~~but~~2024 ~~responding~~(“Certificate ~~patients~~of ~~eventually develop disease progression~~Amendment”). ByThe ~~targeting~~foregoing ~~eIF4A,~~description ~~which~~of ~~subsequently downregulates~~ the ~~key~~Amendment ~~factors~~is ~~implicated~~qualified in ~~CDK4/6~~its ~~inhibition~~entirety ~~resistance,~~by ~~the~~reference ~~aim~~to of the ~~combination~~full ~~treatment~~text ~~regimen~~of isthe toCertificate ~~simultaneously~~of ~~target~~Amendment, ~~tumor~~a ~~cell~~copy ~~cycle~~of ~~progression~~which ~~while~~is ~~reducing~~attached ~~estrogen~~as ~~levels~~Exhibit to3.1 ~~overcome~~hereto ~~resistance~~and ~~mechanism~~is ~~and~~incorporated ~~enhance~~by ~~therapeutic~~reference ~~benefit~~herein.

~~Forward-Looking~~Item ~~Statements~~5.07 Submission of Matters to a Vote of Security Holders.

The ~~Company~~following ~~cautions~~is ~~you~~a ~~that~~brief ~~statements~~description contained in this report regarding matters that are not historical facts are forward-looking statements. The forward-looking statements are based on the Company’s current beliefs and expectations and include, but are not limited to: the future clinical development of ~~our~~each ~~product~~matter ~~candidates;~~voted ~~the~~upon ~~potential~~at ~~therapeutic benefits of our product candidates; and~~ the ~~timing~~2024 ~~and~~Annual ~~potential~~Meeting ~~benefits of the IST evaluating zotatifin in combination with abemaciclib~~ and ~~letrozole in patients with ER+ endometrial cancer and low grade serous ovarian cancer. Actual results may differ from those set forth in this report due to~~ the ~~risks~~number ~~and uncertainties inherent in our business, including, without limitation: potential delays in the commencement, enrollment and completion~~ of ~~clinical~~votes ~~trials,~~cast ~~including the IST conducted by DFCI; the success of our clinical trials and preclinical studies~~ for, ~~our~~withheld ~~product~~or candidates is uncertain; we are dependent on DFCI to conduct the IST trial and we may not realize any benefits from the collaboration with DFCI; our dependence on third parties in connection with product manufacturingagainst, ~~research and preclinical and clinical testing;~~ the ~~results~~number of ~~preclinical~~abstentions ~~studies~~ and ~~early clinical trials are not necessarily predictive of future results; regulatory developments in~~ the ~~United~~number ~~States and foreign countries; unexpected adverse side effects or inadequate efficacy~~ of ~~our~~broker ~~product~~non-votes ~~candidates that may limit their development, regulatory approval and/or commercialization, or may result in recalls or product liability claims; and other risks described in our prior filings~~ with ~~the~~respect ~~Securities and Exchange Commission. You are cautioned not~~ to ~~place~~each ~~undue reliance on these forward-looking statements~~matter, ~~which speak only~~ as ~~of the date hereof, and we undertake no obligation to update such statements to reflect events that occur or circumstances that exist after the date hereof~~applicable. ~~All forward-looking statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.~~

The election of two directors to serve as Class III directors for a three-year term to expire at the 2027 Annual Meeting of Stockholders. The following two Class III directors were elected by the votes indicated:


	For		Withheld		Broker Non-Votes
Elizabeth P. Bhatt		1,410,283		68,286		1,195,973
Barbara Klencke, M.D.		1,385,786		92,783		1,195,973

The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The appointment was ratified by the votes indicated:


For	Against	Abstain	Broker Non-Votes
2,586,396	76,520	11,626	—

The approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to increase the authorized number of shares of common stock from 40,000,000 to 80,000,000. The proposal was approved by the votes indicated:


For	Against	Abstain	Broker Non-Votes
1,972,682	678,077	23,782	1

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.		Description

3.1		Certificate of Amendment to Amended and Restated Certificate of Incorporation, dated June 14, 2024

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

	eFFECTOR Therapeutics, Inc.
Date: May 20, 2024	By:	/s/ Michael Byrnes
Date: June 14, 2024	By:	/s/ Michael Byrnes
	Name:	Michael Byrnes
	Title:	Chief Financial Officer

Filing Compare · eFFECTOR Therapeutics, Inc.