Current Report Filing (8-k)
August 17 2021 - 8:31AM
Edgar (US Regulatory)
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0001522602
2021-08-11
2021-08-11
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xbrli:shares
iso4217:USD
xbrli:shares
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: August 11, 2021
(Date
of earliest event reported)
COHBAR,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
|
001-38326
|
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26-1299952
|
(State
or other jurisdiction
of
incorporation)
|
|
(Commission
File
Number)
|
|
(I.R.S.
Employer
Identification
No.)
|
1455
Adams Drive, Suite 2050
Menlo
Park, CA 94025
(Address
of principal executive offices and zip code)
(650)
446-7888
(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 the registrant under
any of the following provisions (see General Instruction A.2. below):
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☐
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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(b) under the Exchange Act (17 CFR 240.14a-12(b))
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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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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
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CWBR
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Nasdaq
Capital Market
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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. ☐
COHBAR,
INC.
FORM
8-K
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On
August 11, 2021, the board of directors (the “Board”) of CohBar, Inc. (the “Company”), following a
recommendation from the Governance and Nominating Committee, appointed Carol Nast to serve as director of the Company, effective
August 16, 2021.
Dr.
Nast has over 30 years of experience in executive level positions in the medical industry with both large, multinational companies and
early-stage companies with emerging technologies. She founded Enterprise Catalyst Group, Inc., a consulting company that services the
medical industry, in January 2004 and has since served as its President from 2004 to June 2019, and from June 2021 to present. Dr. Nast
previously served as Chief Operating Officer of Mind Medicine, Inc., a company advancing psychedelic inspired medicines, from June 2019
to May 2021 and, prior to that, was Chief Operating Officer at NuGen Technologies, Inc., a genomics company, from 2001 to 2003. She also
served as Vice President, Device Manufacturing at Nektar Therapeutics (previously, Inhale Therapeutics, Inc.) from 1999 to 2002, as Director
of Operations of Syva (a division of Syntex Pharmaceuticals) from 1989 to 1996, and as Director of Operations of BioRad Laboratories,
Inc. from 1985 to 1989. She is a recognized expert in product development and commercialization, has successfully facilitated the development
and commercialization of over 100 products and has extensive experience in the management of complex, multinational partner programs.
In connection with her appointment as a member of
the Board, Dr. Nast was granted stock options to purchase 200,000 shares of the Company’s common stock (the “Shares”),
at an exercise price of $1.10 per share (the “Option”). The Option will vest and become exercisable in equal monthly installments
over a period of four years based on Dr. Nast’s continued service to the Company during the vesting period. Dr. Nast will also receive
annual cash compensation of $60,000 in consideration of her service as a director.
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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COHBAR,
INC.
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(Registrant)
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August
17, 2021
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By:
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/s/
Jeffrey F. Biunno
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(Date)
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Jeffrey
F. Biunno
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Chief
Financial Officer
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2
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