Current Report Filing (8-k)
December 15 2017 - 4:53PM
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): December 12, 2017
ContraFect Corporation
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware
|
|
001-36577
|
|
39-2072586
|
(State or other jurisdiction of
incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer Identification Number)
|
28 Wells Avenue, 3rd Floor, Yonkers, New York 10701
(Address of principal executive offices) (Zip Code)
(914)
207-2300
Registrants telephone number, including area code
N/A
(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:
☐
|
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))
|
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.
Lisa R. Ricciardi, the current Chief Operating Officer (COO) of
the Company, was brought in as a possible successor to the current Chief Executive Officer (CEO), Steven C. Gilman. Since Dr. Gilman indicated that he would continue to serve as CEO, the Companys board of directors
(Board) decided that the Company did not need a COO position at this time and that it would be eliminated by December 31, 2017. As such, Ms. Ricciardi was notified on December 12, 2017 that she would no longer serve as
COO. She is expected to serve as an advisor to the Company, and to continue to serve as a member of the Board.
Forward-Looking Statements
This Current Report contains forward-looking statements within the meaning of the U.S. federal securities laws. Forward-looking
statements can be identified by words such as projects, may, will, could, would, should, believes, expects, anticipates,
estimates, intends, plans, potential, possible, promise or similar references to future periods. Examples of forward-looking statements in this Current Report include, without
limitation, statements regarding Steven Gilmans continued service as CEO and Lisa Ricciardis future service as an advisor and director of the Company. Forward-looking statements are statements that are not historical facts, nor
assurances of future performance. Instead, they are based on the Companys current beliefs, expectations and assumptions regarding the future of its business, future plans, strategies, projections, anticipated events and trends, and other
future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are difficult to predict and many of which are beyond the Companys control. Actual
results may differ from those set forth in the forward-looking statements. Important factors that could cause actual results to differ include, among others, that Dr. Gilman may not continue to serve as CEO, that Ms. Ricciardi may not
serve as an advisor to the Company or may not continue to serve as a member of the board of directors, and those detailed under the caption Risk Factors in the Companys Quarterly Report on Form
10-Q
for the quarter ended September 30, 2017 and its other filings with the Securities and Exchange Commission. Any forward-looking statement made by the Company in this Current Report is based only on
information currently available and speaks only as of the date on which it is made. Except as required by applicable law, the Company expressly disclaims any obligations to publicly update any forward-looking statements, whether written or oral,
that may be made from time to time, whether as a result of new information, future developments or otherwise.
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.
|
|
|
|
|
|
|
|
|
|
|
CONTRAFECT CORPORATION
|
|
|
|
|
Date: December 15, 2017
|
|
|
|
By:
|
|
/s/ Steven C. Gilman
|
|
|
|
|
|
|
Steven C. Gilman, Ph.D.
|
|
|
|
|
|
|
Chief Executive Officer & Chairman of the Board
|
ContraFect (NASDAQ:CFRX)
Historical Stock Chart
From Aug 2024 to Sep 2024
ContraFect (NASDAQ:CFRX)
Historical Stock Chart
From Sep 2023 to Sep 2024