Current Report Filing (8-k)
January 19 2016 - 12:28PM
Edgar (US Regulatory)
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 19, 2016
VERITEQ
CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE |
|
000-26020 |
|
43-1641533 |
(State
or other Jurisdiction of Incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer Identification No.) |
3333
S. CONGRESS AVENUE, SUITE 401
DELRAY BEACH, FLORIDA |
|
33445 |
(Address
of Principal Executive Offices) |
|
(Zip
Code) |
Registrant’s
telephone number, including area code: 561-846-7000
(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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements
of Certain Officers.
On
January 6, 2016, in accordance with the Company’s by-laws, Mr. Michael James and Dr. Ken Shapiro were appointed as members
of the Company’s Board of Directors.
Mr.
James, age 57, has been Chief Financial Officer Terra Tech Corp., since April 2011. Previously, Mr. James served as Chief Executive
Officer of Nestor, Inc. (“Nestor”) where he successfully completed a financial restructuring of Nestor prior to its
sale in September 2009 from the Receiver's Estate in Superior Court of the State of Rhode Island. He also served on Nestor's Board
of Directors from 2006 to 2009. Mr. James has been the Managing Partner of Kuekenhof Capital Management, LLC, a private investment
management company, for the past ten years where he continues to serve as Managing Director of Kuekenhof Equity Fund, L.P. and
Kuekenhof Partners. Mr. James is also a director of Guided Therapeutics, Inc. where he serves as Chairman of the Compensation
Committee and as a member of the Audit Committee. Mr. James holds a Bachelor of Science Degree in Accounting from Fairleigh Dickinson
University.
Dr.
Shapiro, age 59, is currently medical director of The Brace Shop, LLC (“The Brace Shop”), an online retailer of orthopedic
braces and related medical devices, which he founded in 1995. Prior to founding The Brace Shop, Dr. Shapiro was a licensed podiatrist
for more than 20 years. He holds a Bachelor of Science Degree from the University of Western Ontario and a D.P.M. Degree from
the Temple School of Podiatric Medicine.
At
this time there has been no agreement as to cash or equity compensation that will be received by Dr. Shapiro and Mr. James in
connection with their serving on the Company’s Board of Directors, and it has not been determined which committees of the
Board of Directors, if any, that they will serve upon.
Special
Note Regarding Forward-Looking Statements
This
current report on Form 8-K contains"forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and as that term is defined
in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are
subject to change at any time, and our actual results could differ materially from expected results. These risks and uncertainties
include, without limitation, VeriTeQ's ability to continue to raise capital to fund its operations and its proposed acquisition
of The Brace Shop; as well as other risks. The Company undertakes no obligation to update or release any revisions to these forward-looking
statements to reflect events or circumstances after the date of this statement or to reflect the occurrence of unanticipated events,
except as required by law.
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.
|
VeriTeQ Corporation |
|
|
Date:
January 19, 2016 |
By: |
/s/
Scott R. Silverman |
|
|
Scott
R. Silverman Chairman and Chief Executive Officer |
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