---
schema_version: "secwatch.filing_event.v1"
accession: "0001493152-25-000271"
form_type: "8-K"
ticker: null
cik: "0000764195"
company_name: "VBI Vaccines Inc/BC"
filed_at: "2025-01-03T23:59:59+00:00"
generated_at: "2026-05-28T16:32:55.751916+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# VBI Vaccines completes sale to K2 HealthVentures affiliate; common shares cancelled for no value, company to deregister

## Summary
- All outstanding common shares redeemed and cancelled without consideration; existing shareholders receive zero.
- Company and subsidiaries become wholly owned by K2 VBI Equity Trust (K2 HealthVentures affiliate) and exit CCAA protection.
- All directors and executive officers resigned; replaced by nominees of K2.
- Company plans to cease reporting issuer status in Canada and deregister shares under SEC.
- Transaction closed January 3, 2025, per court-approved acquisition agreement dated Oct 24, 2024.

## SEC filing metadata
- accession: 0001493152-25-000271
- form_type: 8-K
- cik: 0000764195
- company_name: VBI Vaccines Inc/BC
- filed_at: 2025-01-03T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 2.01, 3.03, 5.01, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/764195/000149315225000271/0001493152-25-000271-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/764195/000149315225000271/form8-k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001493152-25-000271
- JSON: https://secwatch.observer/filing/0001493152-25-000271.json
- Plain text: https://secwatch.observer/filing/0001493152-25-000271.txt

## Key facts
- M&A Transactions
  VBI Vaccines Inc/BC underwent a change of control involving K2 VBI Equity Trust, LLC for all previously issued and outstanding common shares of the Company have been redeemed and cancelled without consideration; new shares issued to Purchaser in con (closed 2025-01-03).
  - Action: change of control
  - Counterparty: K2 VBI Equity Trust, LLC
  - Consideration: all previously issued and outstanding common shares of the Company have been redeemed and cancelled without consideration; new shares issued to Purchaser in con
  - Closing: 2025-01-03
  source text: On January 3, 2025, the Company completed the transactions (collectively, the
  evidence_url: https://www.sec.gov/Archives/edgar/data/764195/000149315225000271/0001493152-25-000271-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.