Current Report Filing (8-k)
April 14 2017 - 5:23PM
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):
April 11, 2017
NEUROTROPE, INC.
(Exact name of registrant as specified in
its charter)
Nevada
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001-38045
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46-3522381
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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205 East 42
nd
Street, 16
th
Floor
New York, New York 10017
(Address of principal executive offices and zip code)
Registrant’s telephone number, including
area code: (973) 242-0005
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(Former Name or Former Address, if Changed Since Last Report)
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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 (
see
General
Instruction A.2. below):
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¨
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
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¨
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
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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. ☐
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. ☐
Item 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e)
On April 11, 2017, the
Compensation Committee of the Board of Directors (the “Board”) of Neurotrope, Inc. (the “Company”) approved
the following grants of options to purchase shares of the Company’s common stock, par value $0.0001 per share (the “Common
Stock”): (i) to Dr. Susanne Wilke, Ph.D., the Company’s Chief Executive Officer, an option to purchase 62,500 shares
of Common Stock, (ii) to Dr. Daniel Alkon, M.D., the Company’s President, an option to purchase 167,000 shares of Common
Stock and (iii) to Mr. Robert Weinstein, the Company’s Chief Financial Officer, an option to purchase 18,945 shares of Common
Stock. Each option grant has an exercise price of $19.62, which is equal to the price at which the Common Stock closed on April
11, 2017, as reported by The NASDAQ Capital Market, and shall vest in equal quarterly installments over a three-year period beginning
on the date of grant. Each option grant is subject to a stock option agreement to be entered into by and between the Company and
the optionee evidencing the granting of the options. Each option grant remains subject to approval of the Neurotrope, Inc. 2017
Equity Incentive Plan (the “Plan”) by the Company’s stockholders.
The option grants were
made pursuant to the Plan, which was approved by the Board on March 9, 2017. Copies of the Plan and the form of stock option agreement
thereto are attached as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference. The foregoing summary of
the Plan is qualified in its entirety by reference to the full text of the Plan.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Number
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Description of Exhibits
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10.1
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Neurotrope, Inc. 2017 Equity Incentive Plan.
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10.2
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Form of Stock Option Agreement under the Neurotrope, Inc. 2017 Equity Incentive Plan.
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SIGNATURE
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.
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NEUROTROPE, INC.
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Date: April 14, 2017
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By:
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/s/ Robert Weinstein
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Name:
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Robert Weinstein
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Title:
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Chief Financial Officer, Executive Vice President, Secretary and Treasurer
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