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): June 25, 2018
Nuo Therapeutics, Inc.
(Exact name of Registrant as Specified in Charter)
Delaware | 001-32518 | 23-3011702 |
(State or Other Jurisdiction | (Commission | (IRS Employer |
of Incorporation) | File Number) | Identification No.) |
207A Perry Parkway, Suite 1, Gaithersburg, MD 20877
(Address of Principal Executive Offices) (Zip Code)
(240) 499-2680
(Registrant’s telephone number, including area code)
N/A
(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 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. ☐ |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 25, 2018, the Board of Directors (the “Board”) of Nuo Therapeutics, Inc. (the “Company”) approved an adjustment to the Company’s compensation arrangements with David Jorden, Chief Executive Officer and Chief Financial Officer, and Peter Clausen, Chief Scientific Officer.
Effective as of June 16, 2018, the adjustment increased Mr. Jorden’s annual salary from $100,000 to $175,000, and increased Dr. Clausen’s annual salary from $120,000 to $225,000. In January 2018, the Board had approved salary reductions for the two executives from annual amounts of $275,000 and $290,000, respectively. The difference between the adjusted salary and the salary in effect immediately prior to the January 2018 reduction will continue to be deferred until such time as the Board affirmatively determines that payment is warranted, with the deferred amount reflected as a liability on the Company’s financial statements. The aggregate financial statement liability associated with such deferrals is expected to be $150,625 as of June 30, 2018.
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.
| Nuo Therapeutics, Inc. |
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| By: | /s/ David E. Jorden |
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| David E. Jorden |
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| Chief Executive Officer & Chief Financial Officer |
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Date: June 28, 2018