Form: 10-Q/A

Quarterly report pursuant to Section 13 or 15(d)

February 19, 2025


UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A



(Amendment No. 1)

(Mark One)
  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  
 
For the quarterly period ended December 31, 2024

or

  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  
 
For the transition period from  to
Commission file number: 001-35776



Grace Therapeutics, Inc.
(Exact name of registrant as specified in its charter)
   
State of Delaware
 
98-1359336
(State or other jurisdiction of incorporation or organization) 
 
(I.R.S. Employer Identification Number) 

103 Carnegie Center Suite 300
Princeton, New Jersey 08540
(Address of principal executive offices, including zip code)

609-322-1602
(Registrants telephone number, including area code)



Securities registered pursuant to Section 12(b) of the Act:
   
Title of each class 
Trading Symbol(s) 
Name of each exchange on which registered 
Common Stock, par value $0.0001 per share
GRCE
Nasdaq Stock Market 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No  

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
    
Large accelerated filer 
 
 
Accelerated filer 
 
Non-accelerated filer
 
  
Smaller reporting company 

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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No  

The number of outstanding shares of common stock of the registrant, par value per share of $0.0001, as of February 12, 2025, was 13,416,735. 



EXPLANATORY NOTE

This Amendment No. 1 on Form 10-Q/A (the “Amendment”) is being filed solely to correct the number of shares of common stock outstanding on the cover page of the registrant’s Form 10-Q for the period ended December 31, 2024 (the “Original Filing”) filed with the Securities and Exchange Commission (the “SEC”) on February 13, 2025. No other changes have been made to the Original Filing, whether to update the Original Filing to reflect events occurring subsequent to the filing of the Original Filing or otherwise. As required by Rule 12b-15 of the Securities Exchange Act of 1934, as amended, this Form 10-Q/A contains new certifications by the registrant’s principal executive officer and principal financial officer, which are being filed as exhibits to this Form 10-Q/A. Because this Form 10-Q/A includes no financial statements, the registrant is not including certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Item 6. Exhibits 

Exhibit No.
 
Description
 
 
 
 
Certificate of Incorporation of Grace Therapeutics, Inc. (incorporated by referenced to Exhibit 3.3 on the Current Report on Form 8-K filed with the Commission on October 7, 2024)
 
 
 
 
Certificate of Amendment to the Certificate of Incorporation of Grace Therapeutics, Inc. (incorporated by referenced to Exhibit 3.1 on the Current Report on Form 8-K filed with the Commission on October 28, 2024)
 
 
 
 
Bylaws of Grace Therapeutics, Inc. (incorporated by reference to Exhibit 3.2 on the Current Report on Form 8-K filed with the Commission on October 28, 2024)
 
 
 
 
Grace Therapeutics, Inc. 2024 Equity Incentive Plan (incorporated by reference to Exhibit 10.1 on the Quarterly Report on Form 10-Q filed with the Commission on February 13, 2025)
 
 
 
 
Form of 2024 Incentive Stock Option Award Agreement under the Grace Therapeutics, Inc. 2024 Equity Incentive Plan (incorporated by reference to Exhibit 10.2 on the Quarterly Report on Form 10-Q filed with the Commission on February 13, 2025)
 
 
 
 
Form of 2024 Non-Qualified Stock Option Award Agreement under Grace Therapeutics, Inc. 2024 Equity Incentive Plan (incorporated by reference to Exhibit 10.3 on the Quarterly Report on Form 10-Q filed with the Commission on February 13, 2025)
 
 
 
10.4
 
Form of Indemnification Agreement between Acasti Pharma Inc. and its directors and officers (incorporated by reference to Exhibit 10.1 to the Company’s Registration Statement on Form S-4 filed with the Commission on June 27, 2024)
 
 
 
 
Certification of Chief Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934
 
 
 
Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934
 
 
 
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated by reference to Exhibit 32.1 on the Quarterly Report on Form 10-Q filed with the Commission on February 13, 2025)
 
 
 
Certification of the Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (incorporated by reference to Exhibit 32.2 on the Quarterly Report on Form 10-Q filed with the Commission on February 13, 2025)
 
 
 
101.INS
 
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
 
 
 
101.SCH
 
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
 
 
 
101.LAB
 
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
     
101.PRE
 
Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents
     
104
 
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Filed or furnished herewith.

** Previously furnished with the Quarterly Report on Form 10-Q for the period ended December 31, 2024 filed with the SEC on February 13, 2025.

† Indicates a management contract or compensatory plan.

# Previously filed with the Quarterly Report on Form 10-Q for the period ended December 31, 2024 filed with the SEC on February 13, 2025 solely to reflect the name change of the Company from Acasti Pharma Inc. to Grace Therapeutics, Inc.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dated: February 18, 2025
 
 
 
 
GRACE THERAPEUTICS, INC.
 
 
 
 
By:
/s/ Prashant Kohli
 
 
Name: Prashant Kohli
 
 
Title: Chief Executive Officer (Principal Executive Officer)
 
 
 
 
By:
/s/ Robert DelAversano
 
 
Name: Robert DelAversano
 
 
Title: Principal Financial Officer (Principal Financial Officer)