Current Report Filing (8-k)
May 09 2022 - 4:30PM
Edgar (US Regulatory)
0001721484
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0001721484
2022-05-03
2022-05-03
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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): May 3, 2022
Longeveron
Inc.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-40060 |
|
47-2174146 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification
No.) |
1951
NW 7th Avenue, Suite 520, Miami,
Florida 33136
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (305) 909-0840
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A Common Stock, $0.001 par value per share |
|
LGVN |
|
NASDAQ |
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.
On May 3, 2022, Geoff
Green, Chief Executive Officer of Longeveron Inc. (the “Company”) provided notice to the Company and Board of Directors
of his intention to step down from his position, effective June 1, 2022. In connection with Mr. Green’s departure, the Board of
Directors has unanimously appointed K. Chris Min, M.D., Ph.D., the Company’s current Chief Medical Officer, to serve as interim
Chief Executive Officer until such time as a permanent successor has been identified.
To further ensure a smooth
transition, the Company currently intends to enter into a consulting agreement with Mr. Green, with such terms as may be mutually agreed
upon, pursuant to which Mr. Green will provide consulting services to the Company for a term to be determined.
9.01 Financial Statements and Exhibits
The exhibit listed in the following Exhibit
Index is filed as part of this Current Report on Form 8-K.
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.
|
LONGEVERON INC. |
|
|
Date: May 9, 2022 |
/s/ James Clavijo |
|
Name: |
James Clavijo |
|
Title: |
Chief Financial Officer |
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