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) November 14, 2016
VistaGen Therapeutics, Inc
(Exact name of registrant as specified in its charter)
| Nevada | | 000-54014 | | 20-5093315 |
| (State or other jurisdiction | | (Commission | | (I.R.S. Employer |
| of incorporation) | | File Number) | | Identification No.) |
343 Allerton Ave.
South San Francisco, California 94090
(Address of principal executive offices) (Zip Code)
(650) 577-3600
(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))
Item 2.02
Results of Operations and Financial Condition.
On November 14, 2016, VistaGen Therapeutics Inc. issued a press release announcing, among other things, its financial results for its fiscal second quarter ended September 30, 2016 (the “Earnings Release”). The full text of the Earnings Release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information furnished herein and therein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01
Financial Statements and Exhibits
(d) Exhibits Index
| Exhibit No. | | Description |
| | | |
| 99.1 | | Press release issued by VistaGen Therapeutics Inc. dated November 14, 2016. |
Disclaimer.
This Current Report on Form 8-K may contain, among other things, certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements with respect to the Company's plans, objectives, expectations and intentions; and (ii) other statements identified by words such as "may", "could", "would", should", "believes", "expects", "anticipates", "estimates", "intends", "plans" or similar expressions. These statements are based upon the current beliefs and expectations of the Company's management and are subject to significant risks and uncertainties.
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.
| VistaGen Therapeutics Inc. |
| Date: November 14, 2016 | | |
| By:
| /s/ Shawn K. Singh
|
| Name: Title:
| Shawn K. SinghChief Executive Officer |
EXHIBIT INDEX
| Exhibit Number | | Description |
| | | |
| 99.1 | | Press release issued by VistaGen Therapeutics Inc. dated November 14, 2016. |
