Item 8.01 Other Events.

Code of Business Conduct and Ethics

On June 5, 2017, the Board adopted a Code of Business Conduct and Ethics (the “Code”). The Code is applicable to the Company and its affiliates’ directors, officers and employees, as well agents and other parties acting on behalf, or for the benefit of the Company and/or its affiliates, including Mr. Crone. The Code addresses such individuals’ conduct with respect to, among other things, conflicts of interests, compliance with applicable laws, rules and regulations, compliance with rules to promote full, fair, accurate, timely and understandable disclosure, use of the Company’s assets and corporate opportunities, confidentiality, fair dealing, and reporting and enforcement. This description of the Code is qualified in its entirety by reference to the Code of Business Conduct and Ethics, a copy of which is incorporated herein by reference to Exhibit 14.1 of the Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission on June 15, 2017. The Company plans to make available the Code of Business Conduct and Ethics on the Company’s website at www.truenaturepharma.com.

Non-Binding Letter of Intent

On October 2, 2018, the Company executed a Non-Binding Letter of Intent (“LOI”) to acquire Singularis Health, LLC, an Indiana corporation (doing business as Singularis eHealth) (“Singularis”). Under the terms of the LOI, the Company shall, at its option, purchase all of the issued and outstanding shares of Singularis, or its assets, in exchange for a combination of (i) 800,000 shares of the Company’s restricted common stock, par value $0.01 per share of the Company, and (ii) a cash payment valued in an aggregate amount equal to $80,859.00, contingent on review and evaluation of due diligence of Singularis (the “Acquisition Transaction”). The Company plans to close the Acquisition Transaction in November 2018 and is currently in the due diligence stage (the “Closing”). The Closing is subject to the approval of the Board of Directors of the Company and Singularis, and the shareholders of Singularis. The Company can provide no assurances the Acquisition Transaction will be effectuated timely or at all.

Singularis eHealth is an Indianapolis-based health IT company that provides innovative prescription cost and restriction transparency to Health Care Providers (HCPs) at the point of care. In order to provide additional value for our point-of-care solutions, Singularis has partnered with a multi-state database to deliver prescription drug monitoring information, directly into the workflow.

Advisory Board

The Company's Advisory Board consists of experts in certain areas relevant to the Company’s operations. The members of the Advisory Board have no control over the Company’s Board of Directors or operations and as such are not subject to Section 16 of the Securities Exchange Act of 1934, as amended. Each member of the Advisory Board receives 100,000 shares of common stock per year as compensation for their service, at the discretion of the Board of Directors.

Resignation from the Advisory Board

On October 15, 2018, Mr. James Crone resigned as a member of the Advisory Board and was appointed President, Interim Chief Financial Officer, Secretary, and a member of the Board of Directors of the Company. On September 28, 2018, Mr. Crone was issued 100,000 shares of Common Stock as compensation for his service on the Advisory Board (the “Advisory Board Shares”). Mr. Crone will retain the Advisory Board Shares in addition to the shares issued in conjunction with his employment as disclosed above.

Incumbent Members of the Advisory Board

Mr. Phillip Giordano, age 60, has been on the Advisory Board since 2016, and is the owner of Skip's Pharmacy, a compounding pharmacy operator based in Deerfield Beach, Florida. He is currently assisting the Company in the design of a series of applications for the veterinary professionals and has agreed to license such applications upon completed. Mr. Giordano received 100,000 shares of Common Stock for his service on the Advisory Board in 2017 and an additional 100,000 shares of Common Stock for his service on the Advisory Board in 2018.

Mr. Craig Olivas, age 57, was appointed to the Advisory Board in September 2018, and has been a consultant and advisor to the Company since 2015. Mr. Olivas is a career digital marketing executive, and owner of Orange Curtain Media, LLC, an Orange County, California based advertising and web technology firm. Mr. Olivas has over 25 years-experience in e-commerce and web technology, specifically with the regulatory requirements of publicly held companies. Among his key corporate relationships are: NetWorkNewswire, ProPartner Advisors, and SkyFidelity, Inc. and its subsidiary TriCascade, Inc. Mr. Olivas has a Bachelor’s Degree from California State University, Long Beach in Finance and Marketing.

Appointments to the Advisory Board

On October 19, 2018, the Board announced the appointment of the following professionals to its Advisory Board.

Mr. Michael J. Loiacono, age 52, has more than 30 years of financial management experience, and is currently Chief Financial Officer at a clinical-stage immuno-oncology company. Mr. Loiacono helped lead the company through its merger and an associated $70 million private placement.

Additionally, Mr. Loiacono formerly worked for FCTI, Inc., where he was responsible for the company’s strategic development to include new products and services, new market penetration and maximizing gross and net revenues. In 2013, FCTI, Inc. acquired Global Axcess Corp, a publicly-traded company, where Mr. Loiacono served as the Company’s Chief Financial Officer. Mr. Loiacono has held various other financial management positions at other publicly traded and private companies and will serve as an advisor in the financial and strategic operations of the Company and its subsidiaries.

Mr. Loiacono will be issued 100,000 shares of Common Stock as compensation for his service on the Advisory Board.

Mr. Paul Sharaf, age 52, is the Chief Executive Officer and Co-Founder of Singularis eHealth, with whom the Company has entered into a Non-Binding Letter of Intent for the acquisition by the Company. In the interim, Mr. Sharaf has agreed to join our Advisory Board. Mr. Sharaf has over 25 years of experience advising biopharmaceutical companies on market access solutions. Mr. Sharaf has deep understanding of the healthcare delivery intersections across Payers, Health Systems (IDNs), Hospitals, and Physician channels.

Currently, Mr. Sharaf is an executive at Decisions Resources Group, where he manages their Market Access business unit. Mr. Sharaf came to DRG from Eli Lilly and Company, where he served as US Director of Operations, Managed Healthcare Services –where he developed multiple data warehouses to advance Lilly’s data and analytic capabilities; led multiple initiatives across the Payer, IDN, Hospital, and Physician customer segments.

Mr. Sharaf brings both strategic and tactical leadership to Singularis, and as a member of the Advisory Board to the Company. Mr. Sharaf led the ideation, strategic vision, company formation, intellectual property creation, and developmental roadmap for Singularis. Mr. Sharaf has a degree in economics from Connecticut College, including a Certificate from the London School of Economics.

Mr. Sharaf will be issued 100,000 shares of Common Stock as compensation for his service on the Advisory Board.