{"url_path":"/sec/mltx/8-k/2026-06-25/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":"2026-06-25","source_url":"https://www.sec.gov/Archives/edgar/data/1821586/0001213900-26-071721-index.html","accession_number":"0001213900-26-071721","cik":"0001821586","ticker":"MLTX","issuer_name":"MoonLake Immunotherapeutics","edgar_url":"https://www.sec.gov/Archives/edgar/data/1821586/0001213900-26-071721-index.html","primary_entity_key":"0001821586","primary_entity_name":"MoonLake Immunotherapeutics"},"word_count":565,"has_tables":true,"body_markdown":"**Item 1.01. Entry into a Material Definitive Agreement.**\n\n \n\nOn June 23, 2026,\nMoonLake Immunotherapeutics (the “Company”) entered into an underwriting agreement (“Underwriting\nAgreement”) with Leerink Partners LLC, as the representative of the underwriters named therein (the\n“Underwriters”), to issue and sell, in a public offering (the “Offering”), 9,000,000 Class A ordinary\nshares, par value $0.0001 per share (the “Ordinary Shares”), at a public offering price of $20.00 per share (the\n“Firm Shares”), and, in lieu of Ordinary Shares to certain investors that so choose, pre-funded warrants to purchase\nup to 1,000,000 Ordinary Shares at a public offering price of $19.9999 per pre-funded warrant (the “Pre-Funded\nWarrants”). The Pre-Funded Warrants have an exercise price of $0.0001 per share and are exercisable immediately. In addition,\nthe Company granted the Underwriters an option for a period of 30 days to purchase up to an additional 1,500,000 Ordinary Shares\n(the “Option Shares”, and together with the Firm Shares, the “Shares”) at the public offering price less the\nunderwriting discounts and commissions (the “Option”). The Shares and the Pre-Funded Warrants are collectively referred to herein as the “Securities.”\n\n \n\nThe exercise price and the number of Ordinary Shares issuable upon exercise of the Pre-Funded Warrants are subject to appropriate adjustments\nin the event of certain share dividends and distributions, share splits, share combinations, reclassifications or similar events affecting\nthe Ordinary Shares. Holders of the\nPre-Funded Warrants will not be entitled to exercise any portion of any Pre-Funded Warrant which, upon giving effect to such\nexercise, would cause the aggregate number of Ordinary Shares beneficially owned by the holder (together with its affiliates) to\nexceed 4.99% (or 9.99%) of the number of Ordinary Shares outstanding immediately after giving effect to the exercise, as such\npercentage ownership is determined in accordance with the terms of the Pre-Funded Warrants. Such percentage may be increased or\ndecreased by the holder of the Pre-Funded Warrants to any other percentage not in excess of 19.99% upon at least\n61 days’ prior notice from the holder to us.\n\n \n\nThe gross proceeds from the Offering are expected to be $200 million before deducting underwriting\ndiscounts and offering expenses.\n\n \n\nThe Securities described above were offered pursuant\nto a shelf registration statement on Form S-3 (File No. 333-274286), which became effective on September 11, 2023. A final prospectus\nsupplement dated June 23, 2026 relating to and describing the terms of the Offering was filed with the U.S. Securities and Exchange Commission\non June 24, 2026. The Offering is expected to close on June 25, 2026, subject to the satisfaction of customary closing conditions.\n\n \n\nIn the Underwriting Agreement, the Company agreed\nto indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended, or to contribute\npayments that the Underwriters may be required to make because of such liabilities.\n\n \n\nA copy of the Underwriting Agreement and the\nform of Pre-Funded Warrant are filed as Exhibits 1.1 and 4.1, respectively, and are incorporated herein by reference. The foregoing descriptions\nof the Underwriting Agreement and the Pre-Funded Warrants do not purport to be complete and are qualified in their entirety by reference\nto such exhibits.\n\n \n\nWalkers (Cayman) LLP, Cayman counsel to the Company,\nhas issued an opinion to the Company, dated June 24, 2026, regarding the validity of the issuance and sale of the Securities in the Offering.\nA copy of the opinion is filed herewith as Exhibit 5.1."}