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 15, 2015 |
Calmare Therapeutics Incorporated |
(Exact name of registrant as specified in its charter) |
Delaware |
001-08696 |
36-2664428 |
(State or other jurisdiction
of incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
1375 Kings Highway East, Fairfield, Connecticut |
06824 |
(Address of principal executive offices) |
(Zip Code) |
Registrant's telephone number, including area code: |
(203) 368-6044 |
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
|
¨ |
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)) |
Item 5.02 Departure of Directors or Principal
Officers; Election of Directors; Appointment of Principal Officers.
On September 15, 2015,
Calmare Therapeutics Incorporated (the “Company” or “Calmare”) announced the appointment of Stephen J.
D’Amato, M.D. as Chief Medical Officer of the Company.
Stephen J. D’Amato,
M.D, has been practicing medicine in Rhode Island for 35 years. Over the past six years, he has been the foremost Calmare®
Pain Therapy Device practitioner with over 1000 patients treated in his medical practice. His efforts with Calmare have established
new innovative ways of treating many different chronic pain diagnoses including Chemotherapy-induced Peripheral Neuropathy (CIPN),
Complex Regional Pain Syndrome (CRPS), Failed Back Surgery Syndrome (FBSS) and Phantom Limb Pain Syndrome. Dr. D’Amato will
oversee all medical treatment issues and research topics regarding Calmare, globally.
Prior to Calmare, Mr.
D’Amato was the medical director and staff physician at North Providence Medical Services in North Providence, Rhode Island.
During that time, he was a Clinical Assistant Professor of Emergency Medicine at the Boston University School of Medicine, Roger
Williams Medical Center Campus in Providence, RI. He has been part of the medical staff of St. Joseph Hospital’s Fatima Unit
and Medical Director of Mineral Spring Primary Care Associates, both in North Providence, RI.
Dr. D’Amato received
his medical degree from the University of Padua – Italy in 1976. He is a licensed medical doctor in Rhode Island, Massachusetts
and Florida. He attained Fellow status after his first board certification process in Emergency Medicine, and granted “lifelong
status” after his third certification as a Fellow of the American College of Emergency Physicians (FACEP). He is also a managing
partner of CALMARx Pain Relief, LLC, in West Warwick, RI.
Family Relationships
There are no family relationships
between D’Amato and any previous officers or directors of the Company.
Related Party Transactions
During 2010, CALMARx Pain
Relief, LLC, purchased 10 Calmare devices from the Company for an aggregate purchase price of $550,000. Dr. D’Amato is one
of the owners and managers of CALMARx Pain Relief, LLC.
Employment Agreements
The Company does not have
an employment agreement with D’Amato. However, in connection with D’Amato’s appointment, the Company and D’Amato
have agreed to terms to be memorialized in an agreement. Under the agreed upon terms of the term sheet, Dr. D’Amato’s
compensation includes a base salary of One Hundred and Eighty Thousand Dollars ($180,000) per annum, bonus eligibility equal to
forty percent (40%) of Dr. D’Amato’s base salary, payable annually, subject to meeting goals and objectives created
by the Company’s Board of Directors. Additionally, Dr. D’Amato shall be granted three hundred thousand (300,000) stock
options. These terms are subject to modification until a formal employment agreement is executed.
Item 8.01 Other
Events.
Change in Officers
On September 15, 2015,
the Company issued a press release announcing Mr. D’Amato’s appointment as Chief Medical Officer, a copy of which is
attached as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial
Statements and Exhibits.
(d) Exhibits
Exhibit Number |
|
Description of Exhibit |
99.1 |
|
Press Release Dated September 15, 2015. |
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.
|
|
Calmare Therapeutics Incorporated |
|
|
|
Date: September 25, 2015 |
|
/s/ Conrad Mir
Name: Conrad Mir
Title: Chief Executive Officer |
Exhibit 99.1
|
|
|
CORPORATE NEWS |
FOR IMMEDIATE RELEASE
CALMARE THERAPEUTICS INCORPORATED
APPOINTS
STEPHEN J. D’AMATO, M.D., F.A.C.E.P.
CHIEF MEDICAL OFFICER
Fairfield, CT – September
15, 2015 – Calmare Therapeutics Incorporated (OTCQB: CTTC) (CTI), the Calmare® pain mitigation
company, has appointed Stephen J. D’Amato, M.D., F.A.C.E.P., chief medical officer (CMO) of Calmare Therapeutics.
As part of Dr. D’Amato’s
duties and responsibilities as the Company’s chief medical officer and corporate executive, he will spearhead CTI’s
Centers of Excellence initiative, which was discussed last year at the Company’s annual general meeting in New York City.
On being offered an executive
position with CTI, Dr. D’Amato said, “I am very excited to be part of Calmare Therapeutics, and its on-going thrust
to treat chronic pain sufferers with Calmare Pain Mitigation Therapy™ throughout the world. Over the years, I have become
extremely comfortable treating patients with Calmare. I am convinced of the good it does by giving these patients their lives back;
and, without the need for prescription drugs.
“I also feel that the Center
of Excellence approach in establishing a greater network of pain treatment clinics may be the key to expanding Calmare’s
reach. I look forward to the progress we can achieve over the next 15 months,” he concluded.
Dr. D’Amato will continue
to treat patients from his private practices in Rhode Island and forthcoming facility in Southwest Florida. He will be available
to all Calmare physicians and practitioners as a source of reference.
“We are very proud of bringing
on Dr. D’Amato as our new CMO and permanent member of our executive team,” said Calmare Therapeutics President &
CEO Conrad Mir. “His medical expertise, Calmare treatment acumen and hand’s-on and facility operating proficiency adds
a critical facet to CTI.
About Stephen J. D’Amato, M.D., F.A.C.E.P.
Dr. D’Amato has been practicing medicine in Rhode
Island for 35 years. Over the past six years, he has been the foremost Calmare® Pain Therapy Device practitioner
with over 1000 patients treated in his medical practice. His efforts with Calmare have established new innovative ways of treating
many different chronic pain diagnoses including Chemotherapy-induced Peripheral Neuropathy (CIPN), Complex Regional Pain Syndrome
(CRPS), Failed Back Surgery Syndrome (FBSS) and Phantom Limb Pain Syndrome. Dr. D’Amato will oversee all medical treatment
issues and research topics regarding Calmare, globally.
Prior to Calmare, he was the medical director and staff
physician at North Providence Medical Services in North Providence, Rhode Island. During that time, he was a Clinical Assistant
Professor of Emergency Medicine at the Boston University School of Medicine, Roger Williams Medical Center Campus in Providence,
RI. He has been part of the medical staff of St. Joseph Hospital’s Fatima Unit and Medical Director of Mineral Spring Primary
Care Associates, both in North Providence, RI.
Dr. D’Amato received his medical degree from the
University of Padua – Italy in 1976. He is a licensed medical doctor in Rhode Island, Massachusetts and Florida. He
attained Fellow status after his first board certification process in Emergency Medicine, and granted “lifelong status”
after his third certification as a Fellow of the American College of Emergency Physicians (FACEP). He is also a managing partner
of CALMARx Pain Relief, LLC, in West Warwick, RI.
About the Company
Calmare Therapeutics Incorporated,
the Calmare Pain Mitigation Therapy™ company, researches, develops and commercializes its flagship medical device –
the non-invasive and non-addictive Calmare® Pain Therapy device. The Company holds the U.S. Food & Drug Administration
510k clearance on its device, which grants it the exclusive right to sell, market, research and develop the medical device. Calmare
devices are commercially sold to medical practices throughout the world. They are also found on U.S. military hospitals, clinics
and installations via CTI’s General Services Administration (GSA) military contract (V797P-4300B).
Forward-Looking Statement
Certain
statements contained in this press release are forward-looking statements that involve risks and uncertainties. The statements
contained herein that are not purely historical are forward looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements deal with
the Company’s current plans, intentions, beliefs and expectations and statements of future economic performance. Forward-looking
statements involve known and unknown risks and uncertainties that may cause the Company's actual results in future periods to
differ materially from what is currently anticipated. Factors that could cause or contribute to such differences include those
discussed from time to time in reports filed by the Company with the Securities and Exchange Commission. The Company cannot guarantee
its future results, levels of activity, performance or achievements.
Contacts:
Calmare
Therapeutics Incorporated |
Catalyst
Research Management |
JV
Public Relations |
Conrad
Mir |
Marc
Robins CFA |
Janet
Vasquez |
President
and CEO |
President |
Managing
Director |
cmir@calmaretherapeutics.com
|
marc@catalystresearch.com |
jvasquez@jvprny.com |
203.368.6044 |
503.445.2850 |
212.645.5498 |
www.calmaretherapeutics.com
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