Current Report Filing (8-k)
January 07 2019 - 8:33AM
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): January 4, 2019
Cocrystal
Pharma, Inc.
(Exact
name of registrant as specified in its charter)
Delaware
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001-38418
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35-2528215
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(State
or other Jurisdiction
of
Incorporation)
|
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(Commission
File
Number)
|
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(IRS
Employer
Identification
No.)
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19805
N. Creek Parkway
Bothell,
WA
|
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98011
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(Address
of principal executive offices)
|
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(Zip
Code)
|
Registrant’s
telephone number, including area code: (786) 459-1831
(Former
name or former address, if changed since last report.): N/A
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 (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.
(b)
and (d)
On
January 4, 2019, Dr. Raymond F Schinazi, Chairman of the Board of Directors (the “Board”) of Cocrystal Pharma, Inc.
(the “Company”) and Dr. David Block, a director, advised the Company of their decision to resign from the Board. Dr.
Schinazi’s resignation will become effective on February 1, 2019. Dr. Block’s resignation was effective immediately.
Subject to approval of Dr. Schinazi’s academic affiliation and upon the effectiveness of his resignation, Dr. Schinazi is
expected to become a special advisor to the Chief Executive Officer and to serve on the scientific advisory board. Dr. Schinazi’s
and Dr. Block’s decision to step down from the Board was not the result of any disagreement with the Company on any matter
relating to the Company’s operations, policies or practices.
On
January 4, 2019, the Board also appointed Dr. Gary Wilcox, who had been serving as the Interim Chief Executive Officer and Vice
Chairman, as Chief Executive Officer of the Company, effective immediately, and as Chairman of the Board, effective upon Dr. Schinazi’s
effective resignation date of February 1, 2019. Dr. Wilcox’s biographical information as required by Item 401(b) of Regulation
S-K and the description of his business experience as required by Item 401(e) of Regulation S-K have previously been disclosed
in the Company’s proxy statement on Schedule 14A filed on June 25, 2018 (the “Proxy Statement”). There were
no changes to Dr. Wilcox’s compensation arrangements described in the Proxy Statement in connection with his appointment.
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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Cocrystal
Pharma, Inc.
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Date:
January 7, 2019
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By:
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/s/
James Martin
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Name:
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James
Martin
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Title:
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Chief
Financial Officer
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