UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): September 28, 2017

VBI VACCINES INC.

(Exact name of registrant as specified in its charter)

(617) 830-3031

(Registrant’s telephone number, including area code)

N/A

(Former Name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [X]

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. [X]

Item 1.01 Entry into a Material Definitive Agreement.

As previously reported, Variation Biotechnologies (US), Inc. (the “Borrower”), a subsidiary of VBI Vaccines, Inc. (the “Company”), the guarantors on the signature pages thereto (the “Guarantors”), and Perceptive Credit Holdings, L.P. (“Perceptive”) are parties to that certain Amended and Restated Credit Agreement and Guaranty, dated December 6, 2016, (the “Existing Credit Agreement”). The Existing Credit Agreement provided that the Company is required have raised at least $15,000,000 in cash common equity upon terms and conditions reasonably satisfactory to Perceptive on or before September 30, 2017 (the “Milestone”).

On September 28, 2017 the Borrower, the Company, the Guarantors and Perceptive entered into an Amendment to Amended and Restated Credit Agreement and Guaranty (the “Amendment”), to modify the date that the Company is required to have achieved the Milestone from September 30, 2017 to November 30, 2017.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.

The information set forth under Item 1.01 of this Current Report on Form 8-K is hereby incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.