Report of Foreign Issuer (6-k)
May 02 2019 - 4:48PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
W
ashington,
D.C.
20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of
1934
For the month of May 2019
Commission File Number: 001-37643
KITOV PHARMA
LTD.
(Translation of registrant’s name
into English)
One Azrieli Center, Round Tower,
132 Menachem Begin Road, Tel Aviv 6701101,
Israel
(Address of principal executive offices)
Indicate by check mark
whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒
Form 40-F ☐
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate by check mark
if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Kitov Pharma
Ltd. (the “Company”
or the “Registrant”) is announcing the retirement of its chairman of the board and chief medical officer, Dr. John
Paul Waymack. Dr. Waymack will step down from all executive positions and from the board of directors, but will continue to serve
as a medical and regulatory advisor to the Company. The effective date for Dr. Waymack’s retirement will be mutually agreed
between the Company and Dr. Waymack, in order to allow the company to nominate his successor and to complete a smooth transition
process.
On May 1, 2019, the Company issued a press
release “
Kitov Announces Retirement of Founder and Executive Chairman Dr. Paul Waymack
,” which is attached hereto
as Exhibit 99.1.
Forward-Looking Statements and
the Company’s Safe Harbor Statement
Certain statements in this Report on
Form 6-K are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform
Act of 1995 and other applicable securities laws. Forward-looking statements can be identified by the use of forward-looking words
such as “believe”, “expect”, “intend”, “plan”, “may”, “should”,
“could”, “might”, “seek”, “target”, “will”, “project”,
“forecast”, “continue” or “anticipate” or their negatives or variations of these words or other
comparable words or by the fact that these statements do not relate strictly to historical matters. You should not place undue
reliance on these forward-looking statements, which are not guarantees of future performance. Forward-looking statements reflect
our current views, expectations, beliefs or intentions with respect to future events, and are subject to a number of assumptions,
involve known and unknown risks, many of which are beyond our control, as well as uncertainties and other factors that may cause
our actual results, performance or achievements to be significantly different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Any forward-looking statement in this Report on Form 6-K speaks only as
of the date which it is made. We disclaim any intention or obligation to publicly update or revise any forward-looking statement,
or other information contained herein, whether as a result of new information, future events or otherwise, except as required by
applicable law. You are advised, however, to consult any additional disclosures we make in our reports to the SEC, which are available
on the SEC’s website, http://www.sec.gov
.
This Form 6-K, excluding
Exhibit 99.1, is incorporated by reference into each of the Registrant’s Registration Statements on Form F-3 filed with the
Securities and Exchange Commission on December 12, 2016 (Registration file numbers 333-207117, 333-211477 and 333-215037), the
Registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission on May 20, 2016 (Registration
file number 333-211478), the Registrant’s Registration Statement on Form S-8 filed with the Securities and Exchange Commission
on June 6, 2017 (Registration file number 333-218538), the Registrant’s Registration Statement on Form F-3, as amended, originally
filed with the Securities and Exchange Commission on July 16, 2018 (Registration file number 333-226195), and the Registrant’s
Registration Statement on Form S-8 filed with the Securities and Exchange Commission on March 28, 2019 (Registration file number
333-230584).
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, thereunto duly
authorized.
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KITOV PHARMA LTD.
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May 2, 2019
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By:
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/s/ Isaac Israel
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Isaac Israel
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CEO & Director
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2
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