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):

 

January 26, 2015 

 

 

Torvec, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

 

     

New York

000-24455

16-1509512

_____________________
(State or other jurisdiction

_____________
(Commission

______________
(I.R.S. Employer

of incorporation)

File Number)

Identification No.)

     

 

1999 Mt. Read Blvd, Bldg. 3, Rochester, New York

 

 

 14615

_________________________________
(Address of principal executive offices)

 

___________
(Zip Code)

     

Registrant’s telephone number, including area code:

 

585-254-1100

 

 

 

Not Applicable
______________________________________________
(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: 

 

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

 

 

5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

 

On January 26, 2015, Robert W. Fishback, Chief Financial Officer and Corporate Secretary of Torvec, Inc., notified the Company that he will be resigning from his positions, effective as of February 13, 2015, to accept another opportunity. A copy of Mr. Fishback’s resignation letter is attached to this Form 8-K as an exhibit.

 

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number / Description

10.1     Robert W. Fishback Letter of Resignation

 

 

Forward-Looking Statements

 

The statements contained in this report that are not purely historical are forward-looking statements. Forward-looking statements deal with the Company’s current plans, intentions, beliefs and expectations. Investors are cautioned that all forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Many of these risks and uncertainties are discussed in the company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 filed with the Securities and Exchange Commission (the “SEC”), and in any subsequent reports filed with the SEC, all of which are available at the SEC’s website at www.sec.gov. All forward-looking statements speak only as of the date of this report and the Company undertakes no obligation to update such forward-looking statements.

 

 

 

 
2

 

 

 

 

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.

 

   

Torvec, Inc.

         

January 28, 2015 

 

By:

 

/s/ Richard A. Kaplan 

       

Richard A. Kaplan 

       

Chief Executive Officer

 

 

 
3

 

 

Exhibit Index

 

 

 

Exhibit No.       Description

 

10.1                  Robert W. Fishback Letter of Resignation

 

 

4

 



Exhibit 10.1

 

January 26, 2015

 

 

Mr. Richard A. Kaplan

CEO

Torvec, Inc.

1999 Mt. Read Blvd., Bldg. 3

Rochester, NY 14615

 

 

Dear Dick:

 

This letter will serve to formally notify you that I will be resigning as Chief Financial Officer at Torvec, Inc. I was recently offered a new CFO opportunity with a company in the Rochester area that also has a great deal of potential, and I have decided to accept their offer.

 

I am willing to do whatever I can over the next few weeks to help make my transition as smooth as possible. I am planning that my last formal day of employment with Torvec will be February 13, 2015. If you have a desire to have me help beyond this date, let’s discuss how we can most effectively do this. I will try to help out as much as I can as I settle into my new role.

  

The past 4+ years that I have spent with Torvec have been great. I have thoroughly enjoyed working with you and helping to make the necessary changes to give Torvec the best chance for success. I will miss the people a lot and the great working relationships I have built. While we certainly have seen many ups and downs together over the past few years, I believe the path that Torvec is on is a good one that will result in the success of bringing great products to market.

 

Thank you for all the support and confidence you have given me during my time with the Company. I appreciate your understanding, and I wish you all the very best.

 

 

Sincerely,

 

/s/ Robert W. Fishback

Robert W. Fishback

Chief Financial Officer

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