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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): September 14, 2023 (September 14, 2023)
IMMUNE
THERAPEUTICS, INC. |
(Exact
name of registrant as specified in its charter) |
Florida |
|
000-54933 |
|
59-3226705 |
(State
or other jurisdiction
of
incorporation) |
|
(Commission
File
Number) |
|
(IRS
Employer
Identification
No.) |
2431
Aloma Ave., Suite 124, Winter Park, Florida |
|
32792 |
(Address
of principal executive offices) |
|
(Zip
Code) |
888-391-9355
(Registrant’s
telephone number, including area code)
(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: None.
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2
of the Securities Exchange Act of 1934.
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
7.01 |
Regulation
FD Disclosure |
On
September 14, 2023, Immune Therapeutics, Inc. d/b/a Biostax Corp. (the “Company”) issued a press release announcing that
Henry Louis Salomonsky, a director of the Company, died on August 31, 2023, and that the Company would be seeking to fill the vacancy
on the board of directors of the Company left by Mr. Salomonsky. A copy of the press release is attached hereto and incorporated herein
by reference in its entirety as Exhibit 99.1.
The
information in this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) is being furnished pursuant to Item 7.01 and
shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise be subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any
filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, whether made before or after
the date hereof and regardless of any general incorporation language in such filing.
Forward-Looking
Statements
The
press release and the statements contained therein include “forward-looking” statements within the meaning of Section 27A
of the Securities Act and Section 21E of the Exchange Act, which statements involve substantial risks and uncertainties. Forward-looking
statements generally relate to future events or the Company’s future financial or operating performance. In some cases, you can
identify these statements because they contain words such as “may,” “will,” “believes,” “expects,”
“anticipates,” “estimates,” “projects,” “intends,” “should,” “seeks,”
“future,” “continue,” “plan,” “target,” “predict,” “potential,”
or the negative of such terms, or other comparable terminology that concern the Company’s expectations, strategy, plans, or intentions.
Forward-looking statements relating to expectations about future results or events are based upon information available to the Company
as of today’s date and are not guarantees of the future performance of the Company, and actual results may vary materially from
the results and expectations discussed. Forward-looking statements include, but are not limited to, the Company’s expectations
regarding its financial position and operating performance, its expectations regarding its business initiatives, trends in its business,
the effectiveness of its growth strategy, its market opportunity, and demand for its products and services in general. The Company’s
expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties
that could cause actual results to differ materially from those projected, including risks and uncertainties described in the Company’s
Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, and other filings with the Securities and
Exchange Commission. All subsequent written and oral forward-looking statements concerning the Company or other matters and attributable
to the Company or any person acting on its behalf are expressly qualified in their entirety by the cautionary statements above. The Company
does not undertake any obligation to publicly update any of these forward-looking statements to reflect events or circumstances that
may arise after the date hereof, except as required by law.
Item
9.01 |
Financial
Statements and Exhibits. |
(d)
Exhibits
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.
Date:
September 14, 2023 |
IMMUNE
THERAPEUTICES, INC. |
|
|
|
/s/
Noreen Griffin |
|
Name:
Noreen Griffin |
|
Title:
Chief Executive Officer |
Exhibit
99.1
Biostax
Corp Announces the Passing of Esteemed Director, Henry Louis Salomonsky
[Orlando,
FL] Sept. 14, 2023 (GLOBE NEWSWIRE) — Immune Therapeutics, Inc. d/b/a Biostax Corp. (OTC Pink: IMUN) (“Biostax” or
“the Company”) sadly announces the passing of Henry Louis Salomonksy, a dedicated member of its Board of Directors. Mr. Salomonksy
passed away on August 31, 2023, surrounded by family and loved ones.
Mr.
Salomonksy had been an invaluable asset to Biostax for the past year, where he had served as a member of the Board of Directors since
September 2022. He brought with him a wealth of knowledge, experience, and leadership.
Biostax
expresses its deepest condolences to Mr. Salomonksy’s family during this difficult time. His commitment to Biostax’s mission
will be remembered fondly by all who had the privilege of working alongside him. He leaves behind an enduring legacy, and Biostax will
forever be grateful for his dedication and contributions.
The
Board of Directors of the Company expects to appoint a new director to fill the vacancy left by Mr. Salomonsky’s passing.
About
Biostax
Biostax
is an innovative biopharmaceutical company that seeks to acquire and develop immune restoration pharmaceutical and medical technology
(MedTech) products with a well-defined path to market. Biostax’s business plans includes a diversity of potential product pipelines
that will provide revenue while reducing risk, and to develop new therapies that provide disease remission by restoring immune balance
for patients with autoimmune, inflammatory, and infectious diseases without suppressing their immune system. The Company believes that
restoring homeostasis or balance to the immune system is the first step to a cure by improving patients’ lives in chronic illness
caused by immune dysfunction and inflammation.
Forward
Looking Statements
This
press release contains “forward-looking statements” that are subject to substantial risks and uncertainties. All statements,
other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements
contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,”
“could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,”
“plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,”
“will” “would,” or the negative of these words or other similar expressions, although not all forward-looking
statements contain these words. Forward-looking statements are based on the Company’s current expectations and are subject to inherent
uncertainties, risks and assumptions that are difficult to predict. Further, certain forward-looking statements are based on assumptions
as to future events that may not prove to be accurate. These and other risks and uncertainties are described more fully in the section
titled “Risk Factors” in the Company’s periodic reports which are filed with the Securities and Exchange Commission.
Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such
information except as required under applicable law.
Contact:
Noreen
M. Griffin
Chief
Executive Officer
IR@biostax.net
1-888-391-9355
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