UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) January 4, 2023
Oncternal Therapeutics, Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware | | 000-50549 | | 62-1715807 |
(State or Other Jurisdiction
of Incorporation) | | (Commission File
Number) | | (IRS Employer Identification No.) |
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12230 El Camino Real Suite 230
San Diego, CA 92130 (858) 434-1113 | | |
(Address and zip code; telephone number, including area code, of registrant’s principal executive offices)
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 (see General Instruction A.2. below):
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☐ | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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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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☐ | 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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Common Stock, par value $0.001 per share | | ONCT | | The Nasdaq Stock Market, LLC |
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 Arrangements of Certain Officers.
On January 4, 2023, Oncternal Therapeutics, Inc. (“Oncternal”) filed a Current Report on Form 8-K (the “Initial 8-K”) to report the appointment of Jill DeSimone as a Class II director of Oncternal’s Board of Directors (the “Board”). At the time of the Initial 8-K, the Board had not determined the committees on which Ms. DeSimone would serve, if any. This Amendment No. 1 to the Initial 8-K is being filed to report that on March 16, 2023, the Board appointed Ms. DeSimone to serve on the Compensation Committee and the Nominating and Corporate Governance Committee, effective immediately.
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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.
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| Oncternal Therapeutics, Inc. |
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Date: March 17, 2023 | By: | /s/ James B. Breitmeyer | |
| | Name:James B. Breitmeyer | |
| | Title: Chief Executive Officer |
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