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): February 21, 2020
NEUROTROPE, INC.
(Exact name of registrant as specified in its charter)
| Nevada | 001-38045 | 46-3522381 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
1185 Avenue of the Americas, 3rd Floor
New York, New York 10036
(Address of principal executive offices, including ZIP code)
(973) 242-0005
(Registrant’s telephone number, including area code)
Not applicable
(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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| Common Stock, par value $0.0001 per share | NTRP | The Nasdaq Stock Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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. ¨
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers. |
(b)
On February 21, 2020, James Gottlieb resigned as a member of the Board of Directors (the “Board”) of Neurotrope, Inc. (the “Company”) and from all committees thereof, effective immediately. Mr. Gottlieb did not indicate any reason for his resignation.
On February 25, 2020, Shana Phares resigned as a member of the Board of Directors of Neurotrope, Inc. (the “Company”) and from all committees thereof, effective immediately. Ms. Phares did not indicate any reason for her resignation.
Mr. Gottlieb and Ms. Phares served as the two Board designees of the licensor of the patents and technologies, Cognitive Research Enterprises, Inc. (“CRE”), which licensed the platform technology for Bryostatin to the Company.
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.
| NEUROTROPE, INC. | ||
| Dated: February 27, 2020 | By: | /s/ Robert Weinstein |
| Name: Robert Weinstein | ||
| Title: Chief Financial Officer, | ||
| Executive Vice President, Secretary and Treasurer | ||