Current Report Filing (8-k)
November 08 2018 - 8:23AM
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):
November 8, 2018
ONCOSEC
MEDICAL INCORPORATED
(Exact
Name of Registrant as Specified in Charter)
Nevada
(State
or Other Jurisdiction
of
Incorporation)
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000-54318
(Commission
File
Number)
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98-0573252
(IRS
Employer
Identification
No.)
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3565
General Atomics Court, Suite 100
San
Diego, California 92121
24
North Main Street
Pennington,
NJ 08534-2218
(Address
of Principal Executive Offices)
(855)
662-6732
(Registrant’s
telephone number, including area code)
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:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act.
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act.
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2b under the Exchange Act.
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act.
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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). [ ]
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
Arrangement of Certain Officers.
On
November 8, 2018, OncoSec Medical Incorporated (the “Company”) appointed Mr. Robert E. Ward (“Mr. Ward”)
as a director on the Company’s Board of Directors, effective as of November 8, 2018. The Company’s Board of Directors
has determined that Mr. Ward qualifies as independent under applicable rules of the Nasdaq Stock Market.
Mr.
Ward, age 61, is currently the Chief Executive Officer and Chairman of the Board of Eloxx Pharmaceuticals, Inc., roles he
has held since December 2017. He was a Director and Chair of the Governance Committee of Akari Therapeutics from October
2016 to August 2018. Mr. Ward previously served as the Chief Executive Officer, President and member of the board of
directors at Radius Health, Inc. from December 2013 to July 2017. Prior to joining Radius, Mr. Ward was Vice President for
Strategy and External Alliances for the New Opportunities iMed of AstraZeneca from 2011 to December 2013. He has held a
series of progressive management and executive roles with established companies such as NPS Pharmaceuticals, Schering-Plough
(Merck), Pharmacia (Pfizer), Bristol-Myers Squibb and Genentech. Mr. Ward has been a Director of Akari Therapeutics, Plc
since October 2016. Mr. Ward received a B.A. in Biology and a B.S. in Physiological Psychology, both from the University of
California, Santa Barbara, a M.S. in Management from the New Jersey Institute of Technology and an M.A. in Immunology from
The Johns Hopkins University School of Medicine.
Mr.
Ward’s compensation for his services as a director, including his services on any committees of the Company’s
Board of Directors, will consist of annual cash compensation of $50,000. In addition, upon his appointment as a director, Mr.
Ward was granted a stock option award to purchase up to 100,000 shares of the Company’s common stock, which vests in
equal monthly installments over a 12-month period subject to continued service as a director on each vesting date. No family
relationships exist between Mr. Ward and any of the Company’s directors or other executive officers. There are no
arrangements between Mr. Ward and any other person pursuant to which Mr. Ward was selected as a director, nor are there any
transactions to which the Company is or was a participant and in which Mr. Ward has a material interest subject to disclosure
under Item 404(a) of Regulation S-K.
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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ONCOSEC
MEDICAL INCORPORATED
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(Registrant)
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Date:
November 8, 2018
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By:
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/s/
Daniel J. O’Connor
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Name:
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Daniel
J. O’Connor
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Title:
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Chief
Executive Officer and President
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