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) May 16, 1996 ------------- CORTEX PHARMACEUTICALS, INC. ------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 0-17951 33-0303583 ------------------------------------------------------------------ (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No) 15241 Barranca Parkway, Irvine, California 92718 ------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (714) 727-3157 Not Applicable ------------------------------------------------------------------ (Former name or former address, if changed since last report) Page 1 of 12 Exhibit Index on Page 4 ITEM 5. OTHER EVENTS On May 16, 1996, Cortex Pharmaceuticals, Inc. (the "Company") announced the appointment of Vincent F. Simmon, Ph.D., 52 as President and Chief Executive Officer and member of the Board of Directors of the Company, effective immediately. ITEM 6. EXHIBITS Exhibits: 10.56 Employment Agreement dated May 15, 1996, between Cortex Pharmaceuticals, Inc. and Vincent F. Simmon, Ph.D. 21 Press Release dated May 16, 1996. SIGNATURE 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 thereunto duly authorized. CORTEX PHARMACEUTICALS, INC. Date: June 3, 1996 By: /s/ D. Scott Hagen ---------------------------------------------- D. Scott Hagen Vice President and Chief Financial Officer EXHIBIT INDEX Exhibits Description -------- ----------- 10.56 Employment Agreement dated May 15, 1996, between Cortex Pharmaceuticals, Inc. and Vincent F. Simmon, Ph.D. 21 Press release dated May 16, 1996