false 0000922247 0000922247 2021-08-27 2021-08-27 0000922247 ctdh:CommonStockCustomMember 2021-08-27 2021-08-27 0000922247 ctdh:WarrantsToPurchaseCommonStockCustomMember 2021-08-27 2021-08-27
 
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)          August 27, 2021
 
 
CYCLO THERAPEUTICS, INC.
(Exact name of registrant as specified in charter)
 
Nevada   001-39780   59-3029743
(State or other Jurisdiction of Incorporation or Organization)   (Commission File Number)   (IRS Employer Identification No.)
 
6714 NW 16th Street, Suite B, Gainesville, Florida
32653
(Address of Principal Executive Offices) (zip code)
 
386-418-8060
(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 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(b) under the Exchange Act (17 CFR 240.14a-12(b))
 
☐    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))
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.0001 per share
CYTH
The Nasdaq Stock Market LLC
Warrants to purchase Common Stock
CYTHW
The Nasdaq Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
 
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.
 
On August 27, 2021, the Board of Directors (the “Board”) of Cyclo Therapeutics, Inc. (the “Company”), upon the recommendation of the Compensation Committee of the Board (the “Committee”), approved increases in the annual base salary and target bonuses for the Company’s executive officers, effective September 1, 2021, as set forth below:
 
Officer
 
Base Salary
   
Target Bonus as Percentage
of Base Salary
 
N. Scott Fine (Chief Executive Officer)
  $525,000     50%  
Michael Lisjak (Chief Regulatory Officer)
  $333,000     35%  
Sharon Hrynkow (Chief Scientific Officer)
  $323,000     35%  
Joshua Fine (Chief Financial Officer)
  $326,000     40%  
Jeffrey Tate (Chief Operating Officer)
  $300,000     35%  
 
In addition, following the Committee’s recommendation, the Board also approved a compensation program for non-employee directors under which each such director will receive (i) an initial option to purchase 6,700 shares of the Company’ common stock, (ii) an annual option to purchase 3,350 shares of the Company’ common stock, and (iii) and the following annual compensation:
 
   
Member
   
Chair
 
Board of Directors
  $40,000     $70,000  
Audit Committee
  $7,500     $15,000  
Compensation Committee
  $5,500     $11,000  
Nominating and Governance Committee
  $4,000     $8,000  
 
 
Item 9.01 Financial Statements and Exhibits.
 
(d)
Exhibits.
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
 
 
 
 
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.
 
  Cyclo Therapeutics, Inc.
   
  Date: September 1, 2021
   
  By: /s/ N. Scott Fine  
 
N. Scott Fine
Chief Executive Officer