Report of Foreign Issuer (6-k)
03 July 2019 - 6:39AM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
W
ashington,
D.C.
20549
FORM
6-K
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
of the
Securities Exchange Act of 1934
For
the month of July 2019
Commission
File Number: 001-37643
KITOV
PHARMA
LTD.
(Translation
of registrant’s name into English)
One
Azrieli Center, Round Tower,
132
Menachem Begin Road, Tel Aviv 6701101, Israel
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form
20-F ☒ Form 40-F ☐
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ____
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ____
Kitov
Pharma
Ltd. (the “Company” or the “Registrant”) is announcing that further to its earlier
announcement on May 1, 2019 concerning the retirement of its Chairman of the Board and Chief Medical Officer, Dr. John Paul Waymack,
Dr. Waymack has agreed with the Company that his resignation from the board of directors of the Company and as Chairman of the
Board is effective as of July 1, 2019. Dr. Waymack continues in his role as Chief Medical Officer of the Company, and following
the appointment of his successor and a transition process, he will continue to serve as a medical and regulatory advisor to the
Company.
At
the next meeting of the Company’s board of directors, the board of directors is expected appoint an interim Chairman of
the Board in order to comply with the Israeli Companies Law requiring the appointment of a board chairman at Israeli publicly
listed companies.
The
Company is continuing its search for a replacement board member to fill the vacancy left by Dr. Waymack’s retirement, and
following such appointment the board will select a permanent board chairman.
Forward-Looking
Statements and the Company’s Safe Harbor Statement
Certain
statements in this Report on Form 6-K are forward-looking statements within the meaning of the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995 and other applicable securities laws. Forward-looking statements can be identified by
the use of forward-looking words such as “believe”, “expect”, “intend”, “plan”,
“may”, “should”, “could”, “might”, “seek”, “target”, “will”,
“project”, “forecast”, “continue” or “anticipate” or their negatives or variations
of these words or other comparable words or by the fact that these statements do not relate strictly to historical matters. You
should not place undue reliance on these forward-looking statements, which are not guarantees of future performance. Forward-looking
statements reflect our current views, expectations, beliefs or intentions with respect to future events, and are subject to a
number of assumptions, involve known and unknown risks, many of which are beyond our control, as well as uncertainties and other
factors that may cause our actual results, performance or achievements to be significantly different from any future results,
performance or achievements expressed or implied by the forward-looking statements. Any forward-looking statement in this Report
on Form 6-K speaks only as of the date which it is made. We disclaim any intention or obligation to publicly update or revise
any forward-looking statement, or other information contained herein, whether as a result of new information, future events or
otherwise, except as required by applicable law. You are advised, however, to consult any additional disclosures we make in our
reports to the SEC, which are available on the SEC’s website, http://www.sec.gov
.
This
Form 6-K, excluding Exhibit 99.1, is incorporated by reference into each of the Registrant’s Registration Statements on
Form F-3
filed with the
Securities and Exchange Commission on December 12, 2016 (Registration file numbers 333-207117, 333-211477 and 333-215037), the
Registrant’s Registration Statement on
Form
S-8
filed with the Securities and Exchange Commission on May 20, 2016 (Registration file number 333-211478), the Registrant’s
Registration Statement on
Form
S-8
filed with the Securities and Exchange Commission on June 6, 2017 (Registration file number 333-218538), the Registrant’s
Registration Statement on
Form
F-3
, as amended, originally filed with the Securities and Exchange Commission on July 16, 2018 (Registration file number 333-226195),
and the Registrant’s Registration Statement on
Form
S-8
filed with the Securities and Exchange Commission on March 28, 2019 (Registration file number 333-230584).
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, thereunto duly authorized.
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KITOV PHARMA LTD.
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July 2, 2019
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By:
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/s/ Isaac Israel
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Isaac Israel
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CEO & Director
|
2
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