{"url_path":"/sec/indp/8-k/2026-06-24/item-1-01","section_key":"item-1-01","section_title":"Item 1.01 Entry into a Material Definitive Agreement.**","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-24","source_url":"https://www.sec.gov/Archives/edgar/data/1857044/0001493152-26-029918-index.html","accession_number":"0001493152-26-029918","cik":"0001857044","ticker":"INDP","issuer_name":"Indaptus Therapeutics, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1857044/0001493152-26-029918-index.html","primary_entity_key":"0001857044","primary_entity_name":"Indaptus Therapeutics, Inc."},"word_count":453,"has_tables":true,"body_markdown":"** **\n\n**Item\n1.01. Entry into a Material Definitive Agreement.**\n\n \n\nOn\nJune 17, 2026, Indaptus Therapeutics, Inc. (the “**Company**”) entered into a Stock Purchase Agreement (the “**Purchase\nAgreement**”) with certain non-U.S. accredited investors named therein (collectively, the “**Purchasers**”),\npursuant to which the Company agreed to issue and sell an aggregate of 20,000,000 shares of its common stock, par value $0.01 per share\n(the “**Common Stock**”), at a purchase price of $0.60 per share (the “**Private Placement**”).\nThe aggregate gross proceeds to the Company from the Private Placement were approximately $12,000,000, before deducting offering expenses\npayable by the Company. The shares of Common Stock issued in this Private Placement represented less than 20% of the Company’s\nissued and outstanding Common Stock prior to the execution of the Purchase Agreement. This Private Placement was conducted directly by\nthe Company, and no commissions or other compensation were paid in connection with it.\n\n \n\nUnder\nthe Purchase Agreement, each Purchaser was granted certain registration rights with respect to the shares of Common Stock purchased in\nthe Private Placement. The Company is required to prepare and file a registration statement with the Securities and Exchange Commission\n(the “**SEC**”) covering the resale of such shares of Common Stock on or before a date that is 90 days following\nthe closing of the Private Placement, and to use its best efforts to have the registration statement declared effective within 75 days\nafter the actual date on which such registration statement is filed with the SEC, or, if the registration statement is subject to SEC\nreview, within such additional period as is reasonably necessary. The Company has agreed to bear all fees and expenses incurred in connection\nwith the registration of the registrable securities.\n\n \n\nThe\nPurchase Agreement contains customary representations, warranties and covenants of the parties. The closing of the Private Placement\nis subject to customary closing conditions and occurred on the same date.\n\n \n\nEach\nPurchaser has represented that it is an accredited investor within the meaning of Rule 501 of Regulation D under the Securities Act of\n1933, as amended (the “**Securities Act**”), and that it has such knowledge and experience in financial and business\nmatters that it is capable of evaluating the merits and risks of an investment in the shares of Common Stock. Each Purchaser further\nrepresented that it qualifies to participate in the Private Placement conducted in reliance on Regulation S under the Securities Act,\nincluding that it is a non-U.S. person (as defined in Regulation S).\n\n \n\nThe\nforegoing description of the Purchase Agreement does not purport to be complete and is qualified in its entirety by reference to the\nform of Purchase Agreement filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference."}