NeuroBo Pharmaceuticals Appoints New Officers and Directors

Ticker: MTVA · Form: 8-K · Filed: Jun 7, 2024 · CIK: 1638287

Neurobo Pharmaceuticals, INC. 8-K Filing Summary
FieldDetail
CompanyNeurobo Pharmaceuticals, INC. (MTVA)
Form Type8-K
Filed DateJun 7, 2024
Risk Levelmedium
Pages3
Reading Time4 min
Key Dollar Amounts$0.001
Sentimentneutral

Sentiment: neutral

Topics: management-change, board-election, personnel

TL;DR

NeuroBo beefs up exec team & board with new CMO, CSO, and directors.

AI Summary

NeuroBo Pharmaceuticals, Inc. announced on June 7, 2024, the appointment of Dr. Sang-Jin Song as Chief Medical Officer and Dr. Jian Li as Chief Scientific Officer. The company also reported the election of Mr. David J. Lee and Mr. David L. M. Ting to its Board of Directors. These appointments are effective immediately.

Why It Matters

The appointment of new key executives and board members can signal a strategic shift or renewed focus for the company, potentially impacting its future research and development direction.

Risk Assessment

Risk Level: medium — Changes in key leadership and board composition can introduce uncertainty regarding future strategy and execution.

Key Players & Entities

FAQ

Who has been appointed as the new Chief Medical Officer?

Dr. Sang-Jin Song has been appointed as the new Chief Medical Officer.

Who is the new Chief Scientific Officer?

Dr. Jian Li has been appointed as the new Chief Scientific Officer.

When were these appointments effective?

The appointments were effective as of June 7, 2024.

Who were elected to the Board of Directors?

Mr. David J. Lee and Mr. David L. M. Ting were elected to the Board of Directors.

What was the former name of NeuroBo Pharmaceuticals, Inc.?

The former name of NeuroBo Pharmaceuticals, Inc. was Gemphire Therapeutics Inc., with a name change date of March 31, 2015.

Filing Stats: 994 words · 4 min read · ~3 pages · Grade level 12 · Accepted 2024-06-07 16:06:18

Key Financial Figures

Filing Documents

02

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On March 27, 2024, the Board of Directors (the "Board") of NeuroBo Pharmaceuticals, Inc. (the "Company") adopted a First Amendment (the "First Amendment to 2022 EIP") to the NeuroBo Pharmaceuticals, Inc. 2022 Equity Incentive Plan (the "2022 Equity Incentive Plan"). On June 7, 2024, at the Annual Meeting (as defined below), the stockholders of the Company approved the First Amendment to 2022 EIP. Pursuant to the terms and conditions of the First Amendment to 2022 EIP, the 2022 Equity Incentive Plan was amended to: automatically increase on January 1st of each year for a period of eight years commencing on January 1, 2025 and ending on (and including) January 1, 2032, the aggregate number of shares of Common Stock that may be issued pursuant to Awards (as defined in the 2022 Equity Incentive Plan) to an amount equal to 10% of the Fully Diluted Shares (as defined in the 2022 Equity Incentive Plan) as of the last day of the preceding calendar year, provided, however that the Board may act prior to the effective date of any such annual increase to provide that the increase for such year will be a lesser number of shares of Common Stock; and increase the aggregate maximum number of shares of Common Stock that may be issued pursuant to the exercise of Incentive Stock Options (as defined in the 2022 Equity Incentive Plan) to 1,000,000 shares of the Common Stock plus the amount of any increase in the number of shares that may be available for issuance pursuant to the annual increase described above, but in no event more than 15,000,000 shares of the Common Stock issued as Incentive Stock Options. A copy of the First Amendment to 2022 EIP is included as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. At the annual meeting (the "Annual Meeting" ) of stockholders the Company, held on June 7, 2024, the Company's stockholders (i) elected three Class II directors to the Company's Board of Directors, each to serve three-year terms until the 2027 annual meeting of stockholders, (ii) ratified the appointment of BDO USA, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 and (iii) approved the First Amendment to 2022 EIP, effective as of June 7, 2024. At the Annual Meeting, the total number of shares represented in person or by proxy was 3,704,835, or 75.5%, of the 4,906,002 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting as of the April 24, 2024 record date. The voting results at the Annual Meeting are shown below: Proposal 1— Election of three Class II directors, each to serve three-year terms until the 2027 annual meeting of stockholders and until the election and qualification of such director's successor, or such director's earlier death, resignation, or removal. Class I Nominees Votes For Votes Withheld Broker Non-Votes Jason L. Groves 3,041,064 12,600 651,171 Hyung Heon Kim 3,049,579 4,085 651,171 Andrew Koven 3,011,947 41,717 651,171 Proposal 2— Ratification of the Appointment of BDO USA, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. Votes For Votes Against Votes Abstain/Withheld 3,687,022 14,705 3,108 Proposal 3— Approval of a first amendment to the NeuroBo Pharmaceuticals, Inc. 2022 Equity Incentive Plan. Votes For Votes Against Votes Abstain/Withheld Broker Non-Votes 2,953,825 96,317 3,522 651,171

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits Exhibit Number Exhibit Description 10.1 First Amendment to the NeuroBo Pharmaceuticals, Inc. 2022 Equity Incentive Plan, effective as of June 7, 2024. 104 Cover Page Interactive Data File (embedded within Inline XBRL document).

SIGNATURES

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. NEUROBO PHARMACEUTICALS, INC. Date: June 7, 2024 By: /s/ Hyung Heon Kim Hyung Heon Kim President and Chief Executive Officer

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