Item 2.02. Results of Operations and Financial Condition.

On May 12, 2020, Phio Pharmaceuticals Corp. reported its results of operations for the quarter ended March 31, 2020. A copy of the press released is furnished as Exhibit 99.1 to this Current Report on Form 8-K (the "Report").

The information in this Item 2.02 and attached as Exhibit 99.1 to this Report will not be treated as "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or into another filing under the Exchange Act, unless that filing expressly incorporates this information by reference.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits


Exhibit No.   Description
99.1            Press Release issued by the Company on May 12, 2020.

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