Current Report Filing (8-k)
June 22 2017 - 4:57PM
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
30, 2017 (June 22, 2017)
HEMISPHERX
BIOPHARMA, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
0
- 27072
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52-0845822
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(state
or other jurisdiction
|
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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|
File
Number)
|
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(Identification
No.)
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1617
JFK Boulevard, Suite 500, Philadelphia, PA
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19103
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(215) 988-0080
1617
JFK Boulevard, Suite 500, Philadelphia, PA 19103
(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 (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))
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
In
an effort to conserve cash, effective with the semi-monthly period ended April 30, 2017, all of the members of the Company’s
Board of Directors agreed to accept their directors’ fees during each semi-monthly period in the form of options to purchase
Company Common Stock (the “Directors’ Compensation Change”) until it was no longer necessary. The number of
shares into which each option is convertible is determined by utilizing the Black Scholes method and the closing price of the
Company’s Common Stock on the NYSE MKT on the last trading day within the relevant pay period. The exercise price of each
option is equal to 100% of the closing price of the Company’s Common Stock on the NYSE MKT on the last trading day within
the relevant pay period and the options are exercisable for a period of ten years after issuance.
In
addition, commencing with the semi-monthly period ended June 15, 2017, certain officers of the Company, including Thomas K. Equels,
the Company’s Chief Executive Officer and President, Adam Pascale, the Company’s Chief Financial Officer, Peter W.
Rodino, the Company’s Executive Director of Government Relations, General Counsel and Secretary, Wayne Springate, Senior
Vice President of Operations, Carol Smith, Chief Manufacturing Officer and Deputy Chief Scientific Officer, and Victoria
Scott, Director of Regulatory, and certain other employees of the Company, agreed to accept 20% of their salary in options
to purchase Company Common Stock. These options are calculated in the same manner as the options under the Directors’ Compensation
Change. All options are issued under the 2009 Equity Incentive Plan.
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.
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HEMISPHERX
BIOPHARMA, INC.
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June
22, 2017
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By:
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/s/
Thomas K. Equels
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Thomas
K. Equels, CEO
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