Current Report Filing (8-k)
July 15 2020 - 04:55PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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):
July 9, 2020
|
Commission File
Number:
021-214723
|
(Exact name of
registrant as specified in its charter.)
Delaware
(State or other
jurisdiction
of incorporation or
organization)
|
46-4993860
(IRS Employer
Identification No.)
|
760 Parkside Ave., Suite 304, Brooklyn, New York 11226
|
(Address of
principal executive offices)
(Registrant's
Telephone number)
(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))
|
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. [ ]
|
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
Trading Symbol(s)
|
Name
of exchange on which registered
|
Common Stock, par value $0.0001 per
share
|
AZRX
|
Nasdaq Capital
Market
|
Item
5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On July 14, 2020
AzurRx BioPharma, Inc. (the "Company") granted Johan (Thijs) Spoor,
its former Chief Executive Officer, warrants (the "Warrants") to
purchase an aggregate of 150,000 shares of the Company's common
stock, in connection with the recent settlement and general release
(the "Settlement and Release"), effective July 9, 2020 (the
"Settlement Date"), of certain claims relating to Mr. Spoor's
separation from the Company on October 8, 2019. The Warrants are
immediately exercisable, have an exercise price equal to $1.00 per
share, a five-year term and may be exercised pursuant to a cashless
exercise provision commencing six months from the issuance date.
The Warrants were to be issued by the Company to Mr. Spoor within
ten (10) days of the Settlement Date.
In connection with the Settlement and Release: (i) Mr. Spoor waived
all claims to an incentive bonus in the amount of $255,000, which
was originally accrued by the Company in June 2019 but was
subsequently reversed during the quarter ended December 31, 2019;
(ii) Mr. Spoor waived all claims to $348,400 due to JIST
Consulting, a company controlled by Mr. Spoor, that is reflected in
the Company's accounts payable as of June 30, 2020; and (iii) the
Company has agreed to pay Mr. Spoor's legal expenses in the amount
of $51,200.
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:
July 15, 2020
By:
|
/s/ James
Sapirstein
|
|
Name: James Sapirstein
|
Title: President and Chief Executive
Officer
|
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