Current Report Filing (8-k)
16 April 2022 - 6:12AM
Edgar (US Regulatory)
0001574235
false
0001574235
2022-04-14
2022-04-14
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): April 14, 2022
PULMATRIX,
INC.
(Exact
name of registrant as specified in its charter)
Delaware |
|
001-36199 |
|
46-1821392 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
99
Hayden Avenue, Suite 390
Lexington,
MA 02421
(Address
of principal executive offices) (Zip Code)
(781)
357-2333
(Registrant’s
telephone number, including area code)
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:
☐ |
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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of exchange
on
which registered |
Common
Stock, par value $0.0001 per share |
|
PULM |
|
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
April 14, 2022, the Board of Directors of Pulmatrix, Inc. (the “Company”) appointed Peter Ludlum as Interim Chief Financial
Officer of the Company, effective as of April 18, 2022, to serve until a successor is chosen and qualified, or until his earlier resignation
or removal. Mr. Ludlum will also serve as the Company’s principal accounting officer and principal financial officer.
Mr.
Ludlum, age 66, has extensive finance and accounting leadership experience with 17 years as a C level executive in public and private
companies. Since December 2021, Mr. Ludlum has served as a consultant with Danforth Advisors, LLC (“Danforth”), a provider
of strategic and operational finance and accounting for life science companies, and, since December 2021, he has served as the Company’s
Strategic Advisor – Finance pursuant to a November 30, 2021 consulting agreement (the “Consulting Agreement”) between
the Company and Danforth. Previously, Mr. Ludlum served in several executive roles at Emmaus Life Sciences, Inc. (n/k/a EMI Holding,
Inc.), a commercial-stage biopharmaceutical company, including Chief Business Officer, Executive Vice President and Chief Financial Officer,
during his tenure from April 2012 until May 2017. Mr. Ludlum previously served as the Chief Financial Officer of Energy and Power Solutions,
Inc., an energy intelligence company, from April 2008 to December 2011. He received a B.S. in Business and Economics with a major in
accounting from Lehigh University and an MBA with a concentration in Finance from California State University, Fullerton.
Pursuant
to the Consulting Agreement, Mr. Ludlum will provide services to the Company under the Consulting Agreement as an independent contractor
and employee of Danforth. The Consulting Agreement may be terminated by the Company or Danforth (a) with cause (as defined in the Consulting
Agreement), immediately upon written notice to the other party or (b) without cause upon 30 days prior written notice to the other party.
Pursuant to the Consulting Agreement, Danforth will receive cash compensation at a rate of $400 per hour for Mr. Ludlum’s services.
There
is no family relationship between Mr. Ludlum and any director or executive officer of the Company. There are no transactions between
Mr. Ludlum and the Company that would be required to be reported under Item 404(a) of Regulation S-K of the Securities Exchange Act of
1934, as amended.
The
foregoing summary of the material terms of the Consulting Agreement does not purport to be complete and is subject to, and qualified
in its entirety by, the full and complete terms of the agreement, a copy of which is filed with this Current Report on Form 8-K as Exhibit
10.1 and incorporated herein by reference.
Item
9.01 Financial Statements and Exhibits.
(d)
Exhibits
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
|
PULMATRIX, INC. |
|
|
|
Date: April 15, 2022 |
By: |
/s/ Teofilo
Raad |
|
|
Teofilo Raad |
|
|
Chief Executive Officer |
Pulmatrix (NASDAQ:PULM)
Historical Stock Chart
From Mar 2025 to Apr 2025
Pulmatrix (NASDAQ:PULM)
Historical Stock Chart
From Apr 2024 to Apr 2025