UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the Securities and Exchange Act of 1934
Date of Report (Date of earliest reported): April 20, 2015
MANHATTAN SCIENTIFICS, INC. |
(Exact name of registrant as specified in charter) |
Delaware | | 000-28411 | | 85-0460639 |
(State or Other Jurisdiction of Incorporation or Organization) | | (Commission File Number) | | (IRS Employer Identification No.) |
The Chrysler Building
405 Lexington Avenue, 26th Floor
New York, New York, 10174
(Address of Principal Executive Offices)(Zip Code)
Registrant’s Telephone Number, including area code: (212) 541-2405
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))
Item 7.01 Regulation FD Disclosure.
On April 20, 2015, Manhattan Scientifics, Inc. (the "Company") released the attached letter to shareholders. A copy of the letter is furnished herewith as Exhibit 99.1.
The information furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.
The furnishing of the information under Item 7.01 in this Current Report on Form 8-K is not intended to, and does not, constitute a determination or admission by the Company (i) that the furnishing of the information in this Item 7.01 is required by Regulation FD, (ii) that the information under Item 7.01 in this Current Report on Form 8-K is material or complete, or (iii) that investors should consider this information before making an investment decision with respect to any security of the Company.
This Form 8-K contains "forward-looking statements" within the meaning of the safe harbor provisions of the federal securities laws. It should be read in conjunction with the "Safe Harbor" statement contained in the letter and the risk factors included in the Company's periodic reports filed with the Securities and Exchange Commission that discuss important factors that could cause the Company's results to differ materially from those anticipated in such forward-looking statements.
Item 9.01 Financial Statement and Exhibits.
(d) Exhibits.
| Exh No. | | Description |
| | | |
| 99.1 | | Letter to Shareholders |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| | MANHATTAN SCIENTIFICS, INC. | |
| | | | |
| | By | /s/ Emmanuel Tsoupanarias | |
| | Name: | Emmanuel Tsoupanarias | |
| | Title: | Chief Executive Officer | |
Date: | April 20, 2015 |
| | New York, New York |
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