Current Report Filing (8-k)
May 15 2023 - 04:21PM
Edgar (US Regulatory)
0001861657
false
0001861657
2023-05-09
2023-05-09
iso4217:USD
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 (Date of earliest event reported) May 9, 2023
HILLSTREAM
BIOPHARMA, INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-41210 |
|
84-2642541 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(I.
R. S. Employer
Identification
No.) |
1200
Route 22 East, Suite 2000
Bridgewater,
NJ 08807
(Address
of principal executive offices, including zip code)
(908)
955-3140
(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 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 |
Common
stock, $0.0001 par value |
|
HILS |
|
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 (§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 9, 2023, the Board of Directors (the “Board”) of Hillstream BioPharma, Inc. (the “Company”) increased the
size of the Board to five members and appointed Kelly Anderson as a member of the Board to fill the vacancy created by the increase in
the size of the Board. In addition, effective as of May 9, 2023, Mrs. Anderson was appointed as a member of the Company’s compensation
committee and nominating and corporate governance committee and chair of the Company’s audit committee, replacing Leonard Mazur
as chair of the Company’s audit committee. Mrs. Anderson will serve for a term expiring at the next annual meeting of stockholders
in 2023.
Kelly
Anderson currently serves as Chief Executive Officer of CXO Executive Solutions, a specialized executive talent solutions company she
founded in 2020. From 2015 through 2020, she served as a partner in C Suite Financial Partners, a financial consulting firm serving private,
private equity, entrepreneurial, family office and government-owned firms across the entertainment, aerospace/defense, Software-as-a-Service
and manufacturing industries. Mrs. Anderson previously served in senior financial executive posts at companies including Mavenlink (now
known as Kantata), Ener-Core (OTC: ENCR), Fisker Automotive (NYSE:FSR), T3 Motion and The First American Corporation (NYSE: FAF). In
addition, Mrs. Anderson currently serves as on the board of AgEagle Aerial Systems Inc. (NYSE: UAVS), Tomi Environmental Solutions
(Nasdaq: TOMZ) and Concierge Technologies. She was previously a member of the board of directors of Marygold Companies (NYSE: MGLD) from
2019 to 2021, a member of the board of directors of Guardion Health Sciences (Nasdaq: GHSI) from 2019 until 2022 and a member of the
board of directors of Psychic Friends Network (OTC:PTOP) from 2012 to 2013. She is a Certified Public Accountant in California and received
her B.A. in business administration with an accounting concentration from California State University, Fullerton. The Company believes
that Mrs. Anderson is qualified to serve as a member of the Board because of her over 25 years of experience in public company finance,
accounting and corporate governance.
Mrs.
Anderson’s compensation will be consistent with that provided to the Company’s other non-employee directors.
Except
as otherwise set forth herein, there is no arrangement or understanding between Mrs. Anderson and any other persons pursuant to which
Mrs. Anderson was appointed as a director of the Company. There are no related party transactions involving Mrs. Anderson that are reportable
under Item 404(a) of Regulation S-K.
Item
8.01 Other Events.
On
May 15, 2023, the Company issued a press release announcing the appointment of Kelly Anderson as a director of the Company. A
copy of the press release is attached hereto as Exhibit 99.1, which is incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits.
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.
Date:
May 15, 2023 |
Hillstream
BioPharma, Inc. |
|
|
|
/s/
Randy Milby |
|
Randy
Milby |
|
Chief
Executive Officer |
Hillstream BioPharma (NASDAQ:HILS)
Historical Stock Chart
From Feb 2024 to Mar 2024
Hillstream BioPharma (NASDAQ:HILS)
Historical Stock Chart
From Mar 2023 to Mar 2024