ATOSSA THERAPEUTICS, INC. 8-KCurrent Reports (8-K / ad hoc)

Business

Item 1.01 Entry into a Material Definitive Agreement. On October 8, 2026, the Board of Directors (the “Board”) of Atossa Therapeutics, Inc. (the “Company”) declared a dividend of one stapled contingent value right (a “Stapled CVR”) for each share of the Company’s common stock, par value $0.18 per share (the “Common Stock”), outstanding at the close of business on October 19, 2026 (the “Record Date”), and authorized the issuance of one Stapled CVR with respect to each share of Common Stock that becomes outstanding after the Record Date and prior to the earlier of the detachment of the Stapled CVRs from the Common Stock and their expiration. The Stapled CVRs are governed by a Stapled Contingent Value Rights Agreement, dated as of October 8, 2026 (the “CVR Agreement”), between the Company and VStock Transfer, LLC, as rights agent (the “Rights Agent”). The Stapled CVRs represent the Company’s commitment to distribute to its stockholders a portion of the net proceeds of any sale of the first FDA priority review voucher that may be awarded to the Company in the future and, if the Company instead uses such a voucher itself or continues to hold it at the time of a change of control, a portion of the fair market value of such voucher. The Company has received rare pediatric disease designation from the U.S. Food and Drug Administration (the “FDA”) for (Z)-endoxifen for the treatment of Duchenne muscular dystrophy and for the treatment of McCune-Albright syndrome. If the FDA approves a qualifying marketing application for either program (or for any other product candidate) under the rare pediatric disease priority review voucher program or under another priority review voucher program, the Company may be awarded a priority review voucher, which may be used by the Company or sold or transferred to a third party. As of the date of this report, (Z)-endoxifen has not been approved by the FDA for any indication, the Company has not submitted a marketing application for (Z)-endoxifen in either indication, and no priority review voucher has been awarded to the Company. Receipt of a rare pediatric disease designation does not itself result in the award of a voucher. Any payment on the Stapled CVRs is contingent upon the award of a voucher to the Company and its subsequent sale or other monetization, and there can be no assurance that either will occur. Payment terms . Each St