United States
Securities and Exchange Commission
Washington, D.C. 20549
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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 6, 2009
CytoGenix, Inc.
(Exact name of registrant as specified in its charter)
0-26807
(Commission File Number)
Nevada 76-0484097
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(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)
3100 Wilcrest Drive, Suite 140, Houston, Texas 77042
(Address of principal executive offices) (Zip Code)
(713) 789-0070 Registrant's telephone number,
including area code
|_| 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))
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ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On August 18 2008, the Company received from Dr. Malcolm Skolnick, a
letter of resignation effective as of the August 18, 2008 meeting of the board
of directors.
On April 24, 2009, the Company executed a Settlement Agreement,
Indemnification and Mutual Release with Malcolm Skolnick, the Company's former
Chairman of the Board, President and Chief Executive Officer for the sum of
$10.00 and the intent to negotiate a consulting agreement. Under the terms of
the Agreement all parties to the Agreement agreed to dismiss any and all actual
and potential claims that have been raised or which could have been raised at
the time of the execution of the Agreement. A Copy of the Settlement Agreement,
Indemnification and Mutual Release is attached to this Current Report on Form
8-K as an exhibit.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit No. Description
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99.1 Settlement Agreement, Indemnification and MutualRelease
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.
May 6, 2009 CytoGenix, Inc.
By: /s/ Randy Moseley
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Randy Moseley, Principal Financial Officer
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