Onconova Therapeutics,Inc. (NASDAQ:ONTX) Files An 8-K Other Events

Item 8.01. Other Events.

On April20, 2017, Onconova Therapeutics,Inc. (the Company)
entered into an underwriting agreement (the Underwriting
Agreement) with Laidlaw Company (UK) Ltd. as representative of
the several underwriters named in Schedule A thereto (the
Underwriters), with respect to the issuance and sale in an
underwritten public offering (the Offering) by the Company of
2,476,190 shares of the Companys common stock, $0.01 par value
per share (the Shares), at a price to the public of $2.10 per
Share. to the Underwriting Agreement, the Company granted the
Underwriters a 45-day option to purchase up to an additional
363,580 Shares. The Underwriting Agreement contains customary
representations, warranties and agreements by the Company,
customary conditions to closing, indemnification obligations of
the Company and the Underwriters, including for liabilities under
the Securities Act of 1933, as amended (the Securities Act),
other obligations of the parties and termination provisions.

The representations, warranties and covenants contained in the
Underwriting Agreement were made only for purposes of such
agreement and as of specific dates, were solely for the benefit
of the parties to such agreement, and may be subject to
limitations agreed upon by the contracting parties. The foregoing
description of the Underwriting Agreement does not purport to be
complete and is qualified in its entirety by reference to the
full text of the Underwriting Agreement, which is filed as
Exhibit1.1 hereto and is incorporated herein by reference. A copy
of the opinion of Morgan, Lewis Bockius LLP relating to the
legality of the issuance and sale of the Shares is attached as
Exhibit5.1 hereto.

The net proceeds to the Company, before expenses, from the sale
of the 2,476,190 Shares in the Offering are approximately
$4,846,399. The Company expects to use the net proceeds of the
Offering to fund the development of its clinical and preclinical
programs, for other research and development activities and for
general corporate purposes, which may include capital
expenditures and funding working capital needs.

The Offering is expected to close on April26, 2017, subject to
the satisfaction of customary closing conditions, and the Shares
are registered under the Securities Act to a shelf registration
on FormS-3 (Registration No.333-199219).

On April21, 2017, the Company issued a press release announcing
the pricing of the Offering. A copy of the press release is
attached as Exhibit99.1 hereto.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

About Onconova Therapeutics, Inc. (NASDAQ:ONTX)

Onconova Therapeutics, Inc. is a clinical-stage biopharmaceutical company. The Company operates through the identification and development of oncology therapeutics segment. It is focused on discovering and developing small molecule drug candidates to treat cancer. The Company has created a targeted anti-cancer agents designed to work against specific cellular pathways that are important to cancer cells. It has over three clinical-stage product candidates and various preclinical programs that target kinases, cellular metabolism or cell division in preclinical development. The Company’s lead product candidate, rigosertib, is being tested in both intravenous (IV) and oral formulations as a single agent, and the oral formulation is also being tested in combination with azacitidine, in clinical trials for patients with myelodysplastic syndromes (MDS), and related cancers. Its other product candidates include Briciclib and Recilisib.

Onconova Therapeutics, Inc. (NASDAQ:ONTX) Recent Trading Information

Onconova Therapeutics, Inc. (NASDAQ:ONTX) closed its last trading session 00.00 at 2.11 with 900,415 shares trading hands.