Item 1.01. Entry Into Material Agreement

On December 24, 2020, Y-mAbs Therapeutics, Inc., (the "Company") entered into a definitive agreement (the "Agreement") to sell its Priority Review Voucher ("PRV") to United Therapeutics Corporation (Nasdaq: UTHR), based on an agreed valuation of $105 million. The transaction remains subject to customary closing conditions, including anti-trust review. A copy of the Company's press release announcing the Agreement is attached hereto as Exhibit 99.1.

The information furnished pursuant to Item 1.01 on this Form 8-K, including Exhibit 99.1 attached hereto, shall not be deemed "filed" for 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, nor shall it be deemed incorporated by reference into any other filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such a filing.

The foregoing summary of the Agreement is qualified in its entirety by the full text of the Agreement, a copy of which will be filed as an exhibit, with certain portions subject to confidential treatment, to the Company's Annual Report on Form 10-K for the year ended December 31, 2020, and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





  (d) Exhibits




Exhibit No.     Description

  99.1            Press Release, dated December 28, 2020 issued by Y-mAbs
                Therapeutics, Inc.

104             Interactive Data File (embedded within the Inline XBRL document).

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