Attached files
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EX-10.1 - SignPath Pharma, Inc. | v190697_ex10-1.htm |
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 12, 2010
SIGNPATH
PHARMA INC.
(Exact
Name of Registrant as Specified in Its Charter)
DELAWARE
(State or
Other Jurisdiction of Incorporation)
333-158474
|
20-5079533
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
1375
California Road
Quakertown,
PA 18951
(Address
of Principal Executive Offices) (Zip
Code)
(215)
538-9996
(Registrant's
Telephone Number, Including Area Code)
_________________________________________________
(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 (see General Instruction A.2. below):
[ ] 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))
1
Item
5.02
|
Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensation Arrangements of Certain
Officers
|
(e) Effective
July 12, 2010, SignPath Pharma (the “Company”) elected Jack Levine to its Board
of Directors. Other than a Director Offer Letter (the “Letter
Agreement”) filed as Exhibit 10.1 to this Report, there are no arrangements or
understandings between the Company and Mr. Levine. This form of
Letter agreement will be made available to all independent directors of the
Company.
Certain
biological information concerning Mr. Levine is as follows:
Jack
Levine, age 60, was appointed to the Board of Directors of the Company on July
12, 2010. Mr. Levine, a Certified Public Accountant, has been
advising private companies for over 30 years. From 1999 to 2007 he
served as an Independent Board Member to Pharmanet, Inc. (Nasdaq) where from
2006-2007, he served as Chairman of the Board; in 2005, was a member of the
Nominating Committee, Lead Director in 2004 and a member of the Compensation
Committee in 2003. Pharmanet is a global drug development services
company providing a comprehensive range of services to pharmaceutical
biotechnology, generic drug and medical device companies. From
2004-2008, Mr. Levine served as Chairman of the Audit Committee of Grant Life
Sciences (OTCBB), an R&D company focused on early detection of cervical
cancer and also providing medical diagnostic kits. From 2000-2006,
Mr. Levine was Chairman either of the Audit Committee, Executive Committee or
ALCO Committee of Beach Bank, Miami Beach, Florida. He also served as
Chairman of the Audit Committees of Prairie Fund (2000-2006) and Bankers Savings
Bank (1996-1998). From 2004-2006, Mr. Levine was a member of the
Audit Committee of Miami Dade County School Board, the nation’s third largest
school system with an annual budget exceeding $5 million.
Mr.
Levine has been a licensed CPA in Florida since 1983 and in New York since
2009. He has been a Committee member of the State of Florida –
Florida Bar since 1993 and a Board Member of the Southeast Region of the
American Friends of Bar-Ilan University since 2002.
Pursuant
to the terms of the Letter Agreement, Mr. Levine was granted options to purchase
100,000 shares of Common Stock at $0.85 per share. The options vests
in three equal installments on each of the first three anniversary dates of the
date of grant and is exercisable for ten (10) years from the date of
grant. He will be reimbursed for reasonable expenses incurred,
however will not receive any other cash compensation.
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
d) Exhibits
No.
|
Exhibits
|
10.1
|
Director
Offer Letter dated July 12, 2010.
|
2
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:
July 15, 2010
|
SIGNPATH
PHARMA INC.
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By:
/s/ Dr. Lawrence
Helson
|
|
Name:
Dr. Lawrence Helson
|
|
Title:
Chief Executive Officer
|
EXHIBIT
INDEX
Exhibit
No.
|
Description
of Exhibit
|
10.1
|
Director
Offer Letter dated July 12, 2010.
|
3