Current Report Filing (8-k)
January 17 2020 - 5:01PM
Edgar (US Regulatory)
U.S.
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): January 17, 2020
AKERS
BIOSCIENCES, INC.
(Exact
name of registrant as specified in its charter)
New
Jersey
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001-36268
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22-2983783
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(State
or other jurisdiction of
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(Commission
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(I.R.S.
Employer
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incorporation
or organization)
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File
Number)
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Identification
Number)
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201
Grove Road
Thorofare,
New Jersey USA 08086
(Address
of principal executive offices, including zip code)
(856)
848-8698
(Registrant’s
telephone number, including area code)
Not
Applicable
(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 Company under
any of the following provisions:
[ ]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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[ ]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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[ ]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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).
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. [ ]
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
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Trading
Symbol(s)
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Name
of each exchange on which
registered
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Common
Stock, no par value
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AKER
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The
NASDAQ Capital Market
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Item
7.01 Regulation FD Disclosure.
Akers
Biosciences, Inc. (the “Company”) furnishes as Exhibit 99.1 to this Current Report on Form 8-K (this “Report”)
a copy of the Notice of Settlement to Current Akers Stockholders (the “Notice”), relating to two shareholder derivative
actions: Watts v. Gormally, et al., No. 2:18-15992 (D.N.J.) and Chan v. Gormally, et al., No. 2:19-cv-4989 (D.N.J.). Additional
information concerning the terms of the proposed settlement (the “Proposed Settlement”) and the related hearing can
be found in the Notice and on the Company’s website at www.akersbio.com. The contents of the Company’s website
shall not be deemed to be incorporated by reference into this Item 7.01.
The
information included or incorporated in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934 (as amended, the “Exchange Act”) or otherwise subject to the
liabilities of that Section, and shall not be or be deemed to be incorporated by reference in any filing under the Securities
Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
This
Report contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Examples
of such forward-looking statements include, but are not limited to, statements we make about the Proposed Settlement. By their
nature, forward-looking statements: (i) speak only as of the date they are made, (ii) are neither statements of historical fact
nor guarantees of future performance and (iii) are subject to risks, uncertainties, assumptions and changes in circumstances that
are difficult to predict or quantify. Therefore, actual results could differ materially and adversely from those forward-looking
statements because of a variety of factors, including our failure to satisfy the conditions necessary to make the Proposed Settlement
effective. You should not place undue reliance on such statements. Unless required to do so by law, we do not intend to update
or revise any forward-looking statement because of new information or future developments or otherwise.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURE
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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AKERS
BIOSCIENCES, INC.
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Dated:
January 17, 2020
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/s/
Christopher C. Schreiber
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Christopher
C. Schreiber
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Executive
Chairman of the Board of Directors and Director
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