Current Report Filing (8-k)
February 23 2017 - 5:34PM
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): February 17, 2017
RESPIRERX
PHARMACEUTICALS INC.
(Exact
name of registrant as specified in its charter)
Delaware
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1-16467
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33-0303583
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(State
or other jurisdiction
of
incorporation)
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(Commission
File
Number)
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(I.R.S
Employer
Identification
No.)
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126
Valley Road, Suite C
Glen
Rock, New Jersey
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07452
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (201) 444-4947
(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:
[ ]
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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 under the Exchange Act (17 CFR 240.14a-12)
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[ ]
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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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Item
5.02
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
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On
February 17, 2017, Robert N. Weingarten informed the Board of Directors of RespireRx Pharmaceuticals Inc. (the “Company”)
that he had decided to resign as a director, Vice President and Chief Financial Officer of the Company and its subsidiary, as
of that date. Mr. Weingarten indicated that his resignation was for personal reasons, and the Company does not believe the resignation
was the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
The substance of the email that Mr. Weingarten sent regarding his resignation is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
The Board of Directors, acting by written
consent on February 22, 2017, appointed Jeff E. Margolis, the Company’s Vice president, Treasurer and Secretary,
to act as the Company’s interim Chief Financial Officer. As an existing officer and director of the Company, information
regarding Mr. Margolis is provided in the Company’s most recent Annual Report on Form 10-K, filed on March 29, 2016, and
that information is incorporated herein by reference.
Item
9.01
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Financial
Statements and Exhibits
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(d)
Exhibits.
A
list of exhibits that are furnished and filed as part of this report is set forth in the Exhibit Index, which is presented elsewhere
in this document, and is incorporated herein by reference.
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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RESPIRERX
PHARMACEUTICALS INC.
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Date:
February 23, 2017
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By:
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/s/
Jeff E. Margolis
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Jeff
E. Margolis
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Vice
President, Treasurer and Secretary
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EXHIBIT
INDEX
Exhibit
Number
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Exhibit
Description
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99.1
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Email
dated February 17, 2017 from Robert N. Weingarten regarding his resignation.
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