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EX-99.1 - LETTER OF RESIGNATION FROM FRED OESCHGER - GENETHERA INC | exhibit_99-1.htm |
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): December 13, 2018
(December 6, 2018)
GENETHERA, INC.
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(Exact name of registrant as specified in its charter)
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Nevada
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000-27237
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65-0622463
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(State or other jurisdictionof incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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6860 Broadway, Denver, CO
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80221
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(Address of principal executive offices)
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(Zip Code)
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(303) 955-0190
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(Registrant’s telephone number, including area
code)
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(Former name or former address, if changed since last
report)
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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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Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
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.
☐
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Item 5.02
Departure
of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of
Certain Officers.
On December 6, 2018, Fred Oeschger resigned as a member of the
board of directors of GeneThera, Inc. (the “Company”).
In his resignation letter, Mr. Oeschger stated that he did not feel
that Company information was communicated as timely or as
completely as necessary for him to fulfill his obligations as a
board member. He also stated that he disagreed with the
Company’s decision to make filings and other public
communications without board approval. A copy of his resignation
letter is attached hereto as Exhibit 99.1.
The Company disagrees with Mr. Oeschger’s statements that
information was not communicated in a timely manner. Management was
trying to complete the filings on an expedited basis to meet a
deadline imposed by the U.S. Securities and Exchange Commission.
The Company provided Mr. Oeschger and other board members with
drafts of the SEC reports as soon as it could and at least two days
prior to the filing deadline and sought Mr. Oeschger’s
comments but did not receive any. Management also was available
during this time to discuss any of the draft filings with Mr.
Oeschger, but Mr. Oeschger did not make any inquiries about the
draft reports. A majority of the board of directors informally
approved the filing of the reports before the reports were filed
and later the board of directors formally ratified the filing of
the reports. Hence, board approval was obtained.
The Company has furnished Mr. Oeschger with a copy of this Current Report on
Form 8-K on December 13, 2018, providing him with the
opportunity to furnish the Company with a letter addressed to the
Company stating whether he agrees with the statements made by the
Company herein and if not, stating the respects in which he does
not agree. The Company will file any letter received by it from Mr.
Oeschger as an exhibit by an amendment to this Form 8-K within two
business days after receipt.
(d) Exhibits
Exhibit
No.
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Description of Exhibit
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, FC
Global Realty Incorporated has duly caused this current report to
be signed on its behalf by the undersigned hereunto duly
authorized.
Date: December 13, 2018
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GENETHERA, INC.
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By:
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/s/ Antonio
Milici
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Antonio Milici
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Chief Executive Officer
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