Page 1

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , D.C. 20549 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30 , 2021 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 : 001-37759 Delaware ( State or other jurisdiction of incorporation or organization ) FORM 10 - K OUTLOOK THERAPEUTICS , INC . ( Exact name of registrant as specified in its charter ) 485 Route 1 South Building F , Suite 320 Iselin , New Jersey ( Address of principal executive offices ) Large accelerated filer Non - accelerated filer ( 609 ) 619-3990 ( Registrant's telephone number , including area code ) Trading Symbol ( s ) OTLK OTLKW 38-3982704 ( I.R.S. Employer Identification No. ) Securities registered pursuant to Section 12 ( b ) of the Act : Title of each class Common Stock Series A Warrants Securities Registered Pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes No 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 than the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes > No 08852 ( Zip Code ) 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 Accelerated filer Smaller reporting company Emerging growth company Name of each exchange on which registered The Nasdaq Stock Market LLC The Nasdaq Stock Market LLC 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 definition of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . X 0 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 has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No The aggregate market value of the registrant's common stock , held by non - affiliates of the registrant as of March 31 , 2021 ( which is the last business day of registrant's most recently completed second fiscal quarter ) based upon the closing market price of such stock on The Nasdaq Capital Market on that date , was approximately $ 199.5 million . As of December 20 , 2021 , the registrant had outstanding 224,260,602 shares of common stock , par value $ 0.01 per share . DOCUMENTS INCORPORATED BY REFERENCE Part III of this report incorporates information by reference from the Company's definitive proxy statement , which proxy statement is due to be filed with the Securities and Exchange Commission not later than 120 days after September 30 , 2021 .