Current Report Filing (8-k)
April 17 2017 - 7:04AM
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 17, 2017
TONIX PHARMACEUTICALS HOLDING CORP.
(Exact name of registrant as specified
in its charter)
Nevada
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001-36019
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26-1434750
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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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509 Madison Avenue, Suite 306, New York,
New York 10022
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number,
including area code:
(212) 980-9155
Copy of correspondence to:
Marc J. Ross, Esq.
James M. Turner, Esq.
Sichenzia Ross Ference Kesner LLP
61 Broadway, 32
nd
Floor
New York, New York 10006
Tel: (212) 930-9700 Fax: (212) 930-9725
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):
¨
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))
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Item 2.02
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Results of Operations and Financial Condition.
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On April 17, 2017, Tonix Pharmaceuticals
Holding Corp. (the “Company”) announced its operating results for the fiscal year ended December 31, 2016. A copy of
the press release that discusses this matter is filed as Exhibit 99.01 to, and incorporated by reference in, this report. The information
in this Current Report is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not
be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as
shall be expressly set forth by specific reference in any such filing.
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Item 7.01
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Regulation FD Disclosure.
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The Company intends to utilize an updated
investor presentation to conduct meetings with investors, stockholders and analysts and at investor conferences, and which the
Company intends to place on its website, which may contain non-public information. A copy of the presentation is filed
as Exhibit 99.02.
The information contained in Item 7.01
of this Current Report on Form 8-K, including Exhibit 99.02, is furnished pursuant to, and shall not be deemed to be "filed"
for the purposes of, Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that section. The information contained in Item 7.01 of this Current Report shall not be incorporated by reference into
any registration statement or any other document filed pursuant to the Securities Act of 1933, as amended, except as otherwise
expressly stated in such filing. By filing this Current Report on Form 8-K and furnishing the information contained
in this Item 7.01, including Exhibit 99.02, the Company makes no admission as to the materiality of any such information that it
is furnishing.
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Item 9.01
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Financial Statements and Exhibits.
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* Furnished herewith.
SIGNATURE
Pursuant to the requirement
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
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TONIX PHARMACEUTICALS HOLDING CORP.
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Date: April 17, 2017
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By:
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/s/ BRADLEY SAENGER
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Bradley Saenger
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Chief Financial Officer
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